Echoing Shadows
by Lord Siravant
Summary: When the Crystal Heart shattered the evil King Sombra's body, everypony had thought the evil tyrant destroyed. However, the king's mastery of black magic has allowed him to escape the clutches of death and reconquer the Crystal Empire. With war looming on the horizon, Twilight Sparkle and her friends must come to terms with the loss of their own innocence.
1. Evil Never Dies

**Chapter One: Evil Never Dies**

In the blistering cold of the frozen north, there was no life whatsoever to be found. No birds, no animals, no trees, nothing but the howling, subzero winds and endless blanket of pure white, undisturbed snow. The only features that could be seen were distant, ice-capped mountains looming over the frozen wasteland. It was hard to believe that a place like the Crystal Empire could exist in such a lifeless area, but exist it did. But we look far away from even that sparkling utopia, in some featureless expanse of snow. In this particular spot, a single blemish breached the smooth white of the snow's surface. It was black, and yet tipped blood-red.

A horn.

It had been laying here for several days, giving off a foul, malicious aura that, thankfully, nopony was around to feel. However, something suddenly began to happen.

A shadow began to creep out from beneath the horn, expanding and spreading. Soon the horn itself turned as black as its shadow and melted into the unnatural darkness, which seethed and writhed as if guided by some unseen will. The darkness then began to grow from the ground, forming legs; strong, powerful legs protected by polished, silver armor with sharp, jagged edges. A body merged together above these legs, a muscular frame concealed by a royal red cape. And then a neck, a black-furred tail. Last to come was the being's head, an equine face with a strong, square jaw and a mane as black as night. A silver crown sat atop his head, and below it was the once-lonely horn.

The figure raised its head, and a pair of venom-green eyes snapped open, a purple, mist-like aura trailing out of them. Then he smiled, showing his unnaturally sharp teeth.

And he laughed.

With only the blistering winds as his witness, King Sombra, Ruler of the Crystal Empire, had returned.

XXXXXX

Princess Luna's moon shone brightly over the Crystal Empire, illuminating all the crystalline structures in a pale glow, unnoticed by the now-sleeping populace. All except for two, that is.

Princess Cadance stood on the balcony of the Crystal Palace overlooking the entire city-state, admiring the beauty of the kingdom she and her husband had come to call their own. The pink alicorn smiled warmly, knowing that her subjects could finally sleep in peace, knowing that their former, despotic ruler was no more.

A mere thought concerning that inequine fiend sent an uncontrollable shiver up Cadance's spine. True, he was dead, but the sheer _horror_ of the Crystal King's presence was not something easily forgotten. He had been a force so terrible, Discord paled in comparison.

Cadance sighed as she put the thoughts of King Sombra aside so she could enjoy her evening. Her thoughts drifted to her sister-in-law in Ponyville. She missed Twilight dearly. Perhaps she and Shining Armor could schedule a get-together sometime soon.

Speaking of the devil, the door to their bedroom creaked open, and a handsome white unicorn stallion with a dark blue mane and tail promptly let himself in. "Oh, Cadance," Prince Shining Armor cooed to his wife, catching her attention. "I'm baaaaack."

Cadance smiled. "Hey, what took you so long?"

Shining shut the door behind him with his magic. "Ah, just some last-minute things. The Gryphon King has apparently heard about the Crystal Empire and sent an envoy. I just finished with him. We'll be having guests in three days' time."

"The Gryphons, huh?" Cadance questioned, lovingly nuzzling her husband. "They're always fun to be around."

"Maybe if you constantly have a stick up your flank," Shining remarked, earning a playful smack from Cadance as they chuckled.

"You are _awful_!"

"I know. And you love me anyways!"

Cadance laughed as she and Shining shared a kiss. "So...are you ready to...?" Shining asked, waggling his eyebrows suggestively.

Catching on, Cadance said, "You mean...? Oh..."

Shining's face fell. "Well, if you want to hold off for right now, I'll understand..."

Cadance then flashed a cat-like grin and batted her long eyelashes. "Nuh uh, loverboy. I'm ready when you're ready!"

Shining grinned in anticipation as he and his lover approached their bed. However, the mood was spontaneously cut short by a curt knock at the door. Shining groaned and opened the door, revealing the head mistress, Amethyst Twinkle. She was a rather well-aged Crystal Pony, having a deep purple coat and navy blue and white mane tied neatly up into a bun. She was a bit of a prude, much to Cadance's chagrin. "Yes, Amethyst, what is it?" Shining asked.

"The head cook wishes to discuss some final matters on the preparation of the feast for the Gryphon nobles in three days," she replied in a crisp, no-nonsense tone.

She seriously reminded Shining of a few Canterlot snobs he'd rather not think about. "And he couldn't ask me earlier?" Shining groaned.

"It's not my business," Amethyst answered. "I was just delivering the message."

"Yes, I know, I know," Shining sighed. "I'll be there presently. I'll be back shortly, alright, dear?"

Cadance only smiled and waved her hoof in a 'get going' gesture, and Shining reluctantly left her alone to go tend to his final affair. The alicorn trotted over to her vanity cabinet and looked in the mirror. Beautiful as ever. She lifted her brush with her magic and then began absent-mindedly brushing her mane.

"_**Ha ha ha ha ha**_."

Cadance abruptly dropped her brush and sat bolt upright. She could have sworn she had just heard something. Laughter? Cadance looked all around behind her, her eyes scanning the bedroom for any signs of an intruder. There was nothing. _Maybe it's just my mind playing tricks on me_, she thought, turning back to her mirror.

What she saw in the reflection made her scream in pure terror.

XXXXXX

Cadance's terrified shriek permeated the entire palace, and as the sound assaulted his ears, Shining felt his heart stop. "CADANCE!" he yelled, galloping back towards theirbedroom, all other thoughts forced out of his mind.

What few palace guards there were (Shining was having a hard time gathering new recruits) tried desperately to keep pace with their prince as they barreled towards the royal bedchamber. Once they finally reached the door, Shining practically threw it off its hinges, crying out for his beloved.

What he found immediately made him and his guards go silent in shock and horror.

Princess Cadance, or rather what had _once_ been Princess Cadance, was now a crystal statue carved in her likeness. Her face was frozen in a look of utter terror and shock. Her mouth hung open, as if she had tried to call Shining's name in her final moments.

It was then that they noticed the other presence in the room, smirking cruelly at them.

Shining's eyes went wide with disbelief. His guards were so overcome by terror that they turned and fled, never looking back. For there, standing at the frozen Cadance's side, was the Shadow Tyrant himself, King Sombra.

The wicked despot regarded Shining with demonic, pitiless eyes. It took several moments for Shining to find his voice again. "N...Not possible...You...You're dead. We saw it!"

Sombra tilted his head back and laughed darkly. "Oh, Shining Armor. Don't tell me you _actually_ believed me gone forever, did you?"

"Your body was atomized by the Crystal Heart! There was _nothing_ left! HOW ARE YOU STILL ALIVE?!"

"My plans for this world are far too grand to allow something as trivial as death to inconvenience me," Sombra answered. "And it just so happens that there _was_ something left of me from that blast. My horn. And with it, I was able to recreate my body. An interesting feat of magic, wouldn't you say?"

Sombra idly flicked Cadance's statue with his armored hoof. "After all, I _am_ the King of the Crystal Empire. A good king doesn't abandon his subjects."

Shining pointed a hoof at the evil tyrant. "You're not the King! Not anymore! You had your chance, Sombra! A thousand years ago, you had the chance to bring about an age of prosperity, but you squandered it for your own personal gain! And then you made slaves out of your own countryponies! You're not fit to wear that crown!"

Sombra's smirk was replaced by a menacing snarl. "Who are _you_ to tell me who is and isn't worthy of the Empire's throne? You, who so declared the Crystal Empire as a vassal state to that odious toad occupying the Equestrian throne?!"

"Don't you dare speak that way about Princess Celestia!" Shining roared. "She's the best ruler in the world and is responsible for moving the sun across the sky every day! She is a goddess and she has a divine right to govern _all_ponykind!"

"Goddess? You think her a _goddess_?!" Sombra laughed. "You naive, ignorant fool! Gods do not exist! We have only _ourselves_, and the princess is nothing more than a cake-obsessesed lout who doesn't realize her time is long since over!"

Shining gritted his teeth. "Change my wife back, and leave my kingdom _right now_, Sombra. You _are not_ welcome here."

Sombra chuckled as he glanced at crystallized Cadance. "I rather like her like this."

The tyrant king nonchalantly deflected a magic blast sent his way by Shining and sneered. "We already duelled once. You lost, and I wasn't even at my full strength. You truly think you stand a better chance now?"

"We'll find out!" Shining shouted, sending a flurry of magical bolts at Sombra, who negated or deflected them all with his own magic.

Shining threw every spell he knew at Sombra, but not one of them had gotten past the king's defenses. Of course, this was to be expected. While Shining was one of the most skilled unicorn warriors in Equestria, he still could not compare to the power of somepony it took the power of both alicorn goddesses just to contain. Sombra wasn't even breaking a sweat. But he felt like toying with this whelp, so he made no move to attack, only defend.

Magic and spells collided again and again, lighting up the whole room. But Sombra clearly had the upper hand, and Shining was starting to wear himself out. Realizing this wasn't working, Shining opted for the only option he had left: he lowered his horn and charged right at Sombra. Seeing this, Sombra swiftly side-stepped to the right.

But Shining had been expecting that. He changed his course the moment Sombra moved, and before the dark king could react, Shining's horn buried itself in the king's ribcage.

Sombra looked down at the wound for a moment before he burst out laughing, kicking Shining's weakened body off of him before glancing unconcerned at his wound. Before Shining's eyes, the injury closed itself, not even leaving a scar. Sombra grinned. "Are you finished? Good. My turn."

Seconds later, Shining found himself flying through the night air, having been blasted through several palace walls by the evil tyrant's attack. The Crystal Prince crashed into the pedestal holding up the Crystal Heart, knocking it out of place and causing a huge ruckus. His vision swirling, Shining barely registered Sombra appearing before him in a swirl of dark magic, or the Crystal Heart being enveloped by the mad king's magical aura and lifted into the air, or the terrified screams of the townsponies who had come to investigate and instead found their feared oppressor taking back his kingdom from their saviors.

Shining slowly blinked as he saw Sombra looming over him, his horn glowing with dark energy as the triumphant despot smirked down at him. Shining was barely aware of the loss of feeling in his entire body as it was converted into pure crystal. His last remaining thought was on his love, and his beloved sister, on whom he pinned his last hopes.

And then Shining Armor knew no more.

King Sombra looked down at the crystallized form of Shining Armor before glaring at the deathly silent townsfolk. "Take this lovely statue and put it in _my_ chambers," he coldly ordered.

Two stallions slowly approached, their heads lowered in sadness and despair as they gently lifted Shining's statue and carried him into the palace. _Sombra's_ palace. The evil king looked to his subjects, and spoke one word they hoped never to hear again, but wordlessly obeyed anyways.

"_Kneel_."

At last, the Crystal Empire was his again.

All was as it should be.


	2. Grim News

**Chapter Two: Grim News**

The Gryphon Prince Irontalon and his two escorts flew high above the clouds, their feathers insulating them against the biting cold of the high altitude above the frozen north. The prince could not help but be excited; Shining Armor was one of his closest friends, and they had often visited with each other when Shining was off-duty and King Swiftwing and Princess Celestia were conducting diplomatic business. According to the envoy's report, the Crystal Empire was an exceedingly-beautiful place. Irontalon couldn't wait to see it with his own eyes.

And as the clouds parted, see it he did.

And he immediately questioned the envoy's definition of beauty.

The Crystal Empire was now an unholy mess. All the plants and grass had died, and great black crystals surrounded and permeated the city. But the worst part was that the civilians were all chained together and working in vast mines near the castle. They looked absolutely miserable.

"Wha-? What happened here?!" Irontalon's first bodyguard, Lionheart, gasped.

"I-I don't know," Irontalon stammered. "We're going down there. Be on your guard. Something's very wrong."

"Yessir!" both escorts saluted before following the prince downward.

The three Gryphons touched down on the main balcony leading to the conference room. "Shining Armor!" Irontalon yelled. "I demand to know the meaning of this..."

He trailed off as he realized the unicorn glaring in mock amusement at them was most certainly _not_ Shining Armor. Irontalon narrowed his eyes. "Who are you?" he demanded.

The unicorn smirked. "I am the ruler of the Crystal Empire, King Sombra."

Irontalon's face paled. "No...no way. Shining said you were killed by the Crystal Heart!"

"Shining Armor was wrong," Sombra answered coldly.

Irontalon took a threatening step forward, but Sombra didn't even flinch. "Where is he?" he yelled.

"The prince? Where he belongs. As a rather pleasant statue accentuating my personal chambers, along with his wretched wife. The Crystal Empire is mine again."

Suddenly a group of crystal ponies emerged from the shadows, glaring daggers at the Gryphons. Their fur was jet-black, hard and glossy, like stone. They were encased in jagged, intimidating armor, and their eyes matched Sombra's. Lionheart and the second bodyguard both hissed and got into fighting positions. "Like them?" Sombra asked. "They were once good, innocent crystal ponies. But I have perfected Discord's 'discording' spell, and here you see the results. They are my Obsidian Guard, mindlessly loyal and obedient to me. Their hides are also as hard as dragon scales, and their armor is resistant to magic."

The Obsidian Guardsponies slowly advanced on the Gryphons, the Pegasi stretching their now razor-sharp wings, and the unicorns lowering their horns threateningly. "You know, I've never seen my Guard fight Gryphons before. Time to test how powerful they truly are. Try to keep it interesting for me, would you?" Sombra mockingly requested.

"Prince Irontalon!" Lionheart yelled. "Get out of here! We'll hold them off!"

Irontalon shook his head. "No! I'll stay and fight! For Shining!"

"Milord, you must go!" the other bodyguard, Eagle Eye, yelled. "Someone must warn the Equestrians! They are our best chance of stopping this fiend! GO!"

The Obsidian Guard descended on the Gryphons, cutting with their wings and goring with their horns. Talons and beaks flashed, clawing and tearing at the brainwashed ponies. Irontalon threw one unicorn off of him, sending him crashing into an approaching pegasus. The Gryphon Prince spread his wings and took off into the sky, unable to bear the thought of looking back. He did not notice the Obsidian pegasus take off after him.

Lionheart and Eagle Eye fought bravely and with all their strength and skills. Lionheart had managed to succeed in killing one of them, breaking open its head on the hard floor. But the durability and numbers of the Obsidian Guard eventually won out, and before long, both Gryphons succumbed to their many wounds. Both warriors lay on the ground, Eagle Eye dead and Lionheart mortally wounded. The Crystal Tyrant approached the dying Gryphon and sneered. "Any last words, cur?"

Lionheart gritted his teeth, lifted his head up...and spat in Sombra's face. "Long live King Swiftwing!" he yelled, defiant to the end.

Sombra wiped off the spittle and glared furiously at Lionheart. The massive stallion then raised one great hoof and brought it down on Lionheart's head, crushing the Gryphon's skull. Sombra regarded the two Gryphon corpses and growled, "Get these abominations out of here! Burn the bodies! And bring the maids in here to clean up this blood."

The Guard proceeded to follow their orders while Sombra retreated to his personal chambers, gazing fondly at the statues of his enemies. Besides that little blurb, everything was going his way. He was rebuilding his army, the Heart was sequestered in an even more heavily-booby-trapped area of the palace, and his people had finally remembered who was in charge. Yes, this was a glorious day indeed.

However, looking at the statues, Sombra knew there was something missing. One enemy still remained who had been instrumental in his previous defeat. He did not know where that baby dragon lived, but when he invaded Equestria, he would make it a point to find the damned lizard and exact his revenge. After all, the intervention of that dragon was the only reason his traps and security devices had failed. He had been the one thing Sombra couldn't have planned for.

But that was different now.

Now, if his enemies attempted to pull the same stunt, his traps had been modified to account for extra bodies. No one would get the Crystal Heart now, Sombra was certain of that. The wicked tyrant snickered.

XXXXXX

Irontalon beat his wings with all his strength, trying desperately to stay ahead of his pursuer as they got closer and closer to Equestria's borders. His muscles ached, but the Gryphon Prince pressed on, knowing his life was on the line. The Obsidian pegasus was drawing closer despite Ironheart's best efforts, and showed no signs of tiring. Irontalon knew he needed to lose his enemy, or else he wouldn't make it.

The Gryphon then pulled upwards into the clouds, the Obsidian pegasus following behind. The pegasus punched right through the cloud cover and glanced around for his prey. His search was cut unceremoniously short as the pegasus felt talons wrap around his body. Irontalon then spun around before throwing the dazed pegasus downward towards earth. Seizing these precious moments, Irontalon took off, flying above the clouds, weaving about every so often to throw off his pursuer. He looked behind him just in time to see his enemy emerge from the clouds a fair distance back and catch sight of him.

Irontalon put everything he got into his wings and dove downwards, his enemy promptly following suit. The clouds had begun to break, and the air was growing warmer. Irontalon looked down and saw forests and green fields below. He had made it to Equestria. However, the Obsidian pegasus was once more slowly closing the distance between himself and the Gryphon prince.

Irontalon was starting to panic. He was still at least a hundred or so miles from Canterlot, and he was doubting he'd make it before the pegasus was upon him. By now his enemy was just a few yards behind him. Thinking quickly, Irontalon made a desperate gamble; he caught the wind in his wings and pulled backward, slamming his back legs as hard as he could into the Obsidian pegasus's face.

Momentarily dazed, the pegasus spun in, and Irontalon took off again. It wasn't long before the pegasus was once again on his tail. _This bastard just won't give up, will he_? Irontalon thought bitterly to himself.

Irontalon looked ahead of him and caught sight of the distant spires of Canterlot. He was in the home stretch! If he could just...

Suddenly Irontalon felt a sharp pain in his back. His brief moment of distraction had allowed the pegasus to reach him and slash at his back with his wings. Irontalon could not prevent the scream of pain that followed as he began losing altitude. As the pegasus descended upon him, Irontalon suddenly heard what sounded like a sonic boom ring in his ears.

XXXXXX

Meanwhile, a cyan pegasus with a rainbow mane and tail performed brilliant maneuvers and tricks a safe distance from her home, congratulating herself each time she succeeded. Rainbow Dash was once again training for the Wonderbolts, but this time it was likely she would actually get in this year. She was certain to wow them with her tricks.

Taking a short break, Rainbow hovered in the sky and smugly folded her hooves. "Heh heh, not bad. Not bad at all," she boasted to herself.

Suddenly she caught sight of an astonishing scene. A Gryphon was flying towards her, fleeing for his life from a pitch-black, armored pegasus. "What in the hay?" Rainbow whispered to herself.

Suddenly she saw the mysterious pegasus slash the Gryphon's back with his wing, who let out a cry of pain and fear as he began losing altitude. Rainbow gasped in shock. That pegasus was trying to kill somepony. She had to stop him!

Rainbow flew back a fair distance before diving downward, the air bending around her as her speed increased. And then an explosion of rainbows heralded a Sonic Rainboom as Rainbow Dash came to Irontalon's rescue. The pegasus looked up just in time to see Rainbow slam her body into him, the force so great he careened into the side of a mountain with the force of a cannonball. Rainbow didn't take time to savor her victory, instead flying down and grabbing hold of the falling Gryphon, her breakneck speeds keeping Irontalon aloft. She didn't stop until they reached Ponyville, where Rainbow slowed down and dropped Irontalon onto the ground. A crowd quickly gathered and began whispering to each other. Rainbow Dash touched down in front of the wounded prince and said, "Okay, now can you tell me what the hay _that_ was about?"

Irontalon stumbled to his feet. "I...I need to see...Princess Celestia..."

The Gryphon then fell on his side, exhausted and losing blood. "Whoa, you need help first, dude! Somepony get Nurse Redheart!" Rainbow cried.

The pony known as Lyra Heartstrings nodded and ran off towards the hospital. "Listen," Rainbow said quietly to the Gryphon prince as he struggled to his feet again. "I have a friend who has a direct line to the princess. Anything you need the princess to know, just tell Twilight."

Irontalon blinked in surprise. "Twilight...? As in...Twilight Sparkle? Shining Armor's sister?"

Rainbow nodded, assuming that this Gryphon apparently knew Shining. "Alright, then," Irontalon wheezed. "Find her. She needs to hear this too."

XXXXXX

A few hours later, Redheart and several unicorn nurses busily stitched up the gash on Irontalon's back. It wasn't until they were done that Redheart left the room to deal with the two ponies that wanted to see him. Twilight Sparkle and Rainbow Dash looked expectantly at her. "His condition is stable," Reheart explained. "We've stopped the bleeding and stitched up his wound. However, he was also suffering from exhaustion and some slight dehydration."

"Can we at least talk to him, nurse?" Twilight begged. "He said he had something really urgent to tell me and Princess Celestia!"

Redheart sighed. "I suppose it won't do much good to interfere with royal business, but make it quick. He needs his rest."

Redheart led the two mares down the hallway to the Gryphon's room. "He's in here," she indicated. "You have ten minutes."

Twilight and Rainbow nodded their heads in thanks before entering the room. The Gryphon was laying in a bed with several IV needles poking out of him. He opened his eyes and looked at his visitors. "Are you Twilight Sparkle?" he asked.

Twilight nodded. "Yes, and this is Rainbow Dash."

Rainbow inclined her head as well."Thank you for saving my life," the Gryphon said. "I owe you on behalf of the Gryphon Kingdom."

The two ponies blinked in surprise. "My name is Prince Irontalon of the Gryphon Kingdom. I'm an old friend of your brother, Shining Armor. When we found out the Crystal Empire had returned, and that Shining was its new prince, my father sent me and two bodyguards to go pay a visit and establish relations with them. However, when we arrived this morning, something was horribly wrong."

Twilight's eyes widened as she felt her heart thumping against her chest. "What happened? Is...is my brother alright?"

Irontalon lowered his head in sadness. "I was not there when it happened, but...the Crystal Empire...has been reclaimed by King Sombra."

A heavy silence permeated the room afterwards. Rainbow's mouth was hanging open in shock. Twilight suddenly felt very weak in her legs. He world began to spin around her. "B-but...that's impossible," Rainbow whispered. "Sombra's dead! H-he was blown to bits by the Crystal Heart!"

"I saw him with my own eyes, Lady Rainbow Dash," Irontalon responded. "He was very much alive and well."

"My...my brother...?" Twilight meekly asked.

Irontalon looked at her, and his eyes misted."I'm sorry, Twilight...Your brother...was turned into a statue by the king. As was Princess Cadance."

Twilight's breath left her as she fell back on her haunches. Rainbow caught her and cried out her name. Twilight stared ahead, hyperventilating, as Irontalon's words sunk in. Then the unicorn mare collapsed in Rainbow's arms and let out a wail of pure emotional agony and heartbreak. Redheart immediately burst in and demanded to know what was going on, and only found Twilight sobbing into Rainbow's shoulder as the pegasus stroked her friend's mane and spoke quietly to her, while Irontalon looked on with an expression of pure devastation.


	3. Talk of War

**Chapter Three: Talk of War**

Sombra looked over the balcony at his grovelling subjects below, some carving crystal statues in his likeness, others mining the various crystals that were instrumental in the magics surrounding the creation of his Obsidian Guard. His savage grin widened. Oh, how satisfying it was to be able to witness this scene once again. The ponies that were too weak to continue working were carted off to Sombra's dungeons as new 'recruits' for the Obsidian Guard.

Things were running smoothly. Estimates predicted that he would have a force numbering over a thousand Obsidian Guards by the end of the month. Though that was not a sufficient number to assault Equestria, (as he had learned the hard way a thousand years ago) it was a start. The Shadow Tyrant watched his subjects, no, his _slaves_, work, a feeling of power rushing through his veins. Oh, how he loved that feeling. They answered to him. _Only_ him. And very soon, the entire world would follow suit.

XXXXXX

Twilight did not leave her bed for the rest of the day. The poor girl was inconsolable, and no words of comfort could ease her sorrow. Her friends lingered downstairs in the main part of the library, at a loss as to how to comfort her. "I-I've never seen somepony so sad before," Pinkie Pie spoke. "I know what'll cheer her up! A party!"

"Pinkie Pie!" Applejack snapped. "Twilight just lost her brother. _A member of her own family_. No amount'a partyin's gonna cheer her up."

Pinkie lowered her head in shame.

"Guys, Princess Celestia needs to know about King Sombra coming back!" Rainbow Dash said. "Normally Twilight has Spike write the letters, but, considering everything that's happened..."

Spike, the ever-faithful assistant, had a quill and parchment already out. "Ready when you are, Dash."

"Dear Princess Celestia," Rainbow began, pacing nervously back and forth as Spike wrote. "We just recently received some really bad news from the Prince of the Gryphon Kingdom, Irontalon. According to him, King Sombra survived the Crystal Heart's attack and has reclaimed the throne of the Crystal Empire. Prince Shining Armor and Princess Cadance were unable to defeat him and were turned into statues. We need your help, Princess, and Twilight needs her mentor. Your Faithful Subject, Rainbow Dash."

Once he was finished writing, Spike rolled up the parchment and engulfed it in his magical flame, the ashes flying out the window towards Canterlot. "This is simply dreadful!" Rarity exclaimed. "To think that brute is still alive...we barely managed to defeat him last time, girls, and he never even lifted a hoof! Who knows what complex plans he's making right now!"

Before anypony else could get a word in edge-wise, the door opened, and there stood Princess Celestia in all her glory. "Princess!" they all gasped as they knelt before Celestia.

"Where is Twilight?" Celestia asked.

Rainbow pointed up the stairs. "I will be down shortly," Celestia said. "Wait for me here."

Celestia trotted up the stairs and discovered her student splayed out on her bed face-down, sobbing uncontrollably into her pillow. "Twilight?" she said, catching her student's attention.

Seeing her beloved mentor, Twilight ran over and latched onto her, burying her face in Celestia's chest. "I want my brother back!" she wailed. "I want him back! Shiiiining! Please come back! Come ba-ha-ha-haaaack!"

Celestia paid no heed to the mix of saliva, mucus, and tears staining her fur, wrapping both her hooves around Twilight and pulling her close, stroking her mane and nuzzling her forehead. "Shhh, it's alright, Twilight," she gently whispered as tears streamed down her own face. "I'm here. I've got you."

Twilight's loud sobs echoed throughout the library, stirring both Peewee and Owlowicious from their sleep. Owlowicious flew over and perched on Twilight's shoulder, nuzzling her as well.

"Hoo!" the owl hooted.

Slowly Twilight's bawls decreased in volume until they were mere hiccups. "I promise, Twilight," Celestia assured, "that we will do everything we can for Shining Armor and Cadance. Now, come with me downstairs. There's a lot of things we need to discuss."

Twilight sniffed, rubbed her eyes, and nodded, following her teacher downstairs, where her friends were waiting. Once they descended the flight of stairs, Twilight's friends all got up from where they were sitting and embraced Twilight in a group hug, Owlowicious flying off her shoulder and perching on his usual spot. Twilight smiled softly and whispered, "Thanks, girls."

"Now we come to the matter at hand," Celestia spoke up, catching everypony's attention. "As you are all aware, King Sombra is not only still alive, but he has reconquered the Crystal Empire right under our noses. Suffice it to say, he has likely also recaptured the Crystal Heart and is building an army as we speak."

"O-oh my!" Fluttershy squeaked. "A-an army?!"

Celestia nodded her head. "Crystal Ponies are brainwashed, and their bodies changed. They're made faster, stronger, more durable, and mindlessly obedient to Sombra's will. The Obsidian Guard. When he last rose to power, he invaded Equestria with an army of Obsidian Guards. But he greatly underestimated Equestria's strength, and with my sister and I in the lead, we drove them all the way back to the Empire, where we confronted and imprisoned Sombra, and you know the rest of that story. I imagine he does not plan to make the same mistake twice."

"Well, if he's gonna take his time building this army of his," Rainbow suggested, "why don't we attack them first, before they can get big enough to be a real threat?"

"Because there is a good chance the innocent population will get caught in the crossfire," Celestia explained. "Sombra cares nothing for honor or chivalry. He would likely use them as meat shields."

Rainbow gulped.

"How barbaric!" Rarity huffed.

"Ah don't understand, Princess," Applejack interrupted. "How's that varmint still alive?"

"By all rights, he shouldn't be," Celestia answered. "However, what I have feared most has apparently turned out to be true. King Sombra has mastered the spell that wards off death. Understand, my little ponies, that Sombra's power is based in darkness. He uses black magic that is forbidden even for me and Luna to use. The spell he has mastered will allow him to regenerate from even the gravest of wounds. Should even a single fragment of his body remain, he can regrow his body from it."

The Mane Six all traded worried glances.

"Unlike last time, however," Celestia added, "we will not be alone in the coming fight."

Her audience looked to her in confusion. "By Sombra attempting to assasinate their prince, the Gryphons have inadvertantly become involved in this conflict as well. Shining Armor and Prince Irontalon were good friends, and we share a beneficial relationship with their kingdom. I wager it will not take much effort to convince King Swiftwing to aid us."

Twilight lowered her head. "War. Something I had always thought gone from Equestria. I can't believe it's coming to this."

"It is a recourse I had hoped to avoid," Celestia mused. "But there is no negotiating with that black-hearted tyrant. War is coming, and nothing we can do will change that."

Celestia then headed for the door. "I'm going to speak to Prince Irontalon, and then I'm returning to Canterlot to discuss these matters with my sister. I will keep you informed."

Just before she exited, Celestia turned her head towards the Mane Six. "When the time comes, you will have to fight. When it comes to that, will you be willing to make the hard choices? Will you be willing to kill?"

The ponies all looked uncertain. Fluttershy looked like she was about to be ill. Pinkie Pie appeared to be on the verge of tears. A single tear trailed down the alicorn princess's face as she regarded the dedicated group of friends whose innocence was soon to be irrevocably shattered. Without another word, Celestia left, shutting the door behind her.

Silence reigned in the library for several long moments as each pony contemplated what actions they would be forced to make. Applejack shuddered. _Mah buckin's pretty durn strong,_ she thought. _Ah could probably just...knock 'em upside their heads_.

Suddenly the image of her kicking an anonymous stallion in the head hard enough to crush his skull and snap his neck flashed through Applejack's mind, causing her to shiver uncontrollably.

Rainbow Dash rubbed her arms, thinking about how she would contribute to the war effort. _I'm the fastest there is_, she thought to herself. _No doubt about that. I've never been afraid of roughing up somepony who's causing trouble...but...can I do it? Can I kill somepony, anypony, even if they're trying to kill me_?

Twilight was no stranger to fighting. After all, she had fought a Manticore, Changeling drones, and Princess Luna's super-powered evil side, Nightmare Moon, in the past. But never had she resorted to taking the life of a foe. The very idea seemed unfathomable to her. She doubted she would have the courage to go through with it. But...would that mean _her_ death instead?

Pinkie Pie was, predictably, the first one to break the silence. "Why...?" she asked simply, her hair going completely straight and her coat dimming in color as she began to cry. "Why can't everypony just \_get along_?"

They all looked at Pinkie, sadness written all over their faces. "Why can't we all smile and laugh and throw parties like we always do?! Why do meanies like King Sombra have to hurt innocent ponies?! WHY?!"

Pinkie buried her face in her hooves and sobbed, an equally-saddened Fluttershy rubbing her friend's back. Watching her friends dwell on the coming events, Twilight allowed a cold, dark anger to grip her heart. King Sombra was the cause of all this. He had essentially murdered her brother and sister-in-law, and was now threatening her once-peaceful home with war. She would make the dark king pay dearly for what he had done. As she silently dwelt on her anger, nopony, not even Twilight herself, noticed the wisp of purple smoke that momentarily trailed out of her eyes, nor the flash of sickly-green in her eyes that disappeared just as quickly.


	4. Assault on Ponyville

**Chapter Four: Assault on Ponyville**

The shrill whistle of a pipe organ's melancholy music pierced the afternoon air of the Crystal Empire, its tune carrying an eldritch, dark quality wholly befitting of the talented organist who played it. Within the personal chambers of King Sombra was a pipe organ of impressive size. A musical device of Imperial origin, it was one of the few things in the Empire not bearing his face or symbol that the king regarded with a degree of fondness. The organ was a powerful instrument; when it sang, you listened.

At this moment, Sombra was dusting off his skills at the organ, playing wicked melodies written by himself. (for who else's genius would ever deserve to be recited at his hooves but his own?) Sombra admitted that it was a weakness, a frivolous activity. But damn it all if he didn't find the experience stimulating. He could only stand to look upon his hard-working slaves for so long before he grew bored of observing, and he had already pored over virtually every spellbook in the library, mastering every useful spell he could find. It had been a thousand years since he had last sat at this gilded chair and graced his halls with his musical genius.

His gorn glowed with the power of darkness as black tendrils of energy snaked out of his horn, dancing across the keys while his hind legs operated the lower pedals beneath the chair. A frightening, animalistic grin stretched across the mad king's face as he played, letting the power of the notes ring in his ears, giving him a twisted sense of ecstacy. One could say Sombra tended to get rather...\_passionate_ about his music.

All too soon, Sombra's euphoria was cut short as an Obsidian pegasus entered the room. "Your Majesty!" he stated loud enough for his master to hear.

Sombra's grin twisted upside-down for a moment before the energy wisps fizzled out, cutting his performance short. He turned around and got off the chair, shooting the intruding soldier a scathing look. "I ordered you not to disturb me unless it was important," he growled.

The Guard's face betrayed no emotion. "And I am following those orders, milord. There has been an...incident in the mines."

Sombra's eyes narrowed dangerously. "What sort of _incident_, Captain?"

"It seems that a large group of peasants managed to break free of their restraints and attempted to instigate a rebellion, sire."

The expression of tranquil fury on Sombra's face would have given Nightmare Moon chills. "A...rebellion?" he hissed.

"The criminals were all captured before they could cause much damage, and have all been locked in the dungeons."

Sombra turned his back on the Obsidian captain and stared out the window. "How many traitors were there?"

"Thirty-six, Your Majesty."

"Did they have a single leader?"

"Yes, milord. One of the Palace Guard when the Equestrian whelps occupied the throne. What shall be done with them all, My Liege?"

Sombra's lips curved upward into a smirk. "The leader shall be publicly executed at dawn tomorrow. He will serve as an example to those who dare rise against the throne. The others are to immediately be indoctrinated into the Obsidian Guard."

The captain inclined his head. "Yes, sire."

The pegasus turned to leave, but Sombra's next order stopped him. "And after that is done, send them to the Equestrian village of Ponyville. Our scouts reported that the current bearers of the Elements of Harmony reside there. They are the only remaining threat to my future conquest of Equestria. Find them. Kill them. Bring the Elements themselves to me."

"Thy will be done, King Sombra," the pegasus vowed, bowing before exiting the king's chambers.

XXXXXX

That night, many of the denizens of Ponyville found their sleep fraught with nightmares. Princess Celestia had publicly announced King Sombra's return two days ago, and had explained everything about the powerhungry tyrant, so the whole town was on edge. Pinkie Pie lay in her bed in the sweets shop of Sugarcube Corner, tossing and turning, unable to sleep. There was too much on her mind, a rarity for the usually-excitable, somewhat attention-deficit party pony. She had been experiencing this insomnia for two days now.

She could still recall the feeling of utter terror she had felt when Sombra had descended upon the Imperial city after Princess Cadance's shield collapsed due to her exhaustion. She had never been so frightened in her life, not even when she had faced Nightmare Moon and Discord. Neither of them could compare to the sheer magnitude of Sombra's evil. She had no desire to experience such primal fear again.

She sighed as she got out of bed and trudged downstairs to get a drink of water, refraining from switching on the light so she wouldn't wake anypony. However, when she reached for a glass from the cupboard, a sharp jolt of pain went up her knee, causing her to cry out. "Ow!" she yelped.

Her eyes widened in fear. Her Pinkie Sense was acting up. A pinchy knee meant something VERY scary was about to happen. "Oh no..."

Suddenly and without any warning, an explosion blasted a nearby wall apart, knocking Pinkie to the ground. She covered her head to protect herself from the rubble as Mr. and Mrs. Cake rushed down the stairs. "Pinkie!" Mr. Cake yelled. "What's going-?!"

Another explosion cut him off mid-sentence, taking out the area around the front door. Pinkie lifted her head up and screamed, "Get the foals! We gotta get outta here!"

Outside, magical bolts whizzed through the night air like missiles, blasting apart houses and terrifying the newly-awakened townsfolk. Twilight jolted awake at the noise and looked out her window, her eyes widening in shock.

Ponyville was under attack.

_Ponyville_ was under attack!

Twilight rushed down the stairs as Spike also woke up in surprise. "Agh! T-Twilight! W-what's going on?!"

"Spike, take Owlowicious and Peewee and get into the basement!" Twilight yelled.

"But-!"

"Spike, DO IT!"

Twilight ran out the door of the library and immediately caught sight of the attackers. They were ponies, but their skin appeared hard and glossy like polished stone, and they were covered in ghastly-looking armor. Their soulless eyes matched those of the mad tyrant they now served. The pegasi flew overhead, diving down on houses and tearing through the roofs. The unicorns marched in an ordered line, firing magic bolts in every direction. Earth ponies carried tarnished silver lances with needle-sharp points, ready to impale anypony foolish enough to confront them.

Celestia's words rang through Twilight's head. _The Obsidian Guard. Faster, stronger, more durable, and mindlessly obedient to Sombra's will_.

It had already begun.

Swallowing her fear, Twilight stepped forward into the hellfire to confront the enemy.

XXXXXX

The Cutie Mark Crusaders were all fast asleep in their clubhouse. Applebloom had convinced Applejack to let her and her friends have a sleepover there that night. She, Sweetie Belle, and Scootaloo were joined tonight by their newest member, Dinky Hooves, the mailmare's daughter. Their peaceful rest was interrupted by the sudden sound of explosions and screams of terror. "What in the hay?!" Scootaloo yelped as they all clamored at the window and looked outside.

Ponyville was in flames.

The gathered fillies all stared in shock at the scene transpiring before them. Suddenly the door burst open, startling them. However, the intruder was immediately revealed to be Applejack, who was currently not wearing her hat. "Girls! Git into the barn with Big Mac 'n Granny Smith!" she ordered, pushing the fillies out the door.

"Applejack, what's happenin'?!" Applebloom shrieked, starting to cry.

"Ah don't know! Jus' git to the barn, NOW!"

"B-but, what about Rarity?!" Sweetie Belle cried.

"She c'n take care'a herself! Go!" Applejack yelled, ushering the terrified fillies towards the barn, where Big Macintosh was frantically waving his hoof.

"I want my mommy!" Dinky shrieked, making a break for it and running towards town. "I gotta find my mommy!"

Seeing her bolt, Applejack screamed, "Dinky! Ya'll come back 'ere right now!"

She turned to Big Mac, who was nudging the Crusaders inside. "Bic Mac! Keep an eye on 'em! I have to git Dinky 'fore she gits herself killed!"

"Take care'a yerself, sis!" Big Mac said before slamming the barn door shut, locking it from the inside.

Without a moment to lose, Applejack galloped towards the beseiged town.

XXXXXX

Fluttershy, having barely managed to overcome her terror at the explosions rocking Ponyville, gently herded her animals towards the relative safety of the woods, ushering words of reassurance and comfort to them. She did not notice the Obsidian pegasus bearing down on her from behind.

However, somepony else did.

The Obsidian pegasus was knocked out of the air by Rainbow Dash, who yelled down at her friend, "Fluttershy! Get outta here! Now!"

Fluttershy eeped in fright, but sighed in relief as she realized it was Rainbow talking. "I have to get the animals to safety first," she explained as calmly as she could.

"Fluttershy, they don't care about the animals! They're after _us_!"

Meanwhile, the Obsidian pegasus was getting back to his feet. Noticing this, Rainbow got in Fluttershy's face and said, "Get to the forest, and stay there! Got me?!"

Fluttershy dumbly nodded her head and fled with her animals towards the Everfree Forest. Rainbow Dash then turned around and slammed the Obsidian pegasus into the ground. "You wanna piece'a me, chump?!" she challenged, flying into the air. "Come and get me!"

The Obsidian Guard happily obliged.

XXXXXX

Irontalon awoke to the sounds of exposions. His eyes quickly snapped open as he heard nurses running past his hospital room, talking frantically with each other. He managed to catch the words "Ponyville" and "under attack", and immediately put two and two together. Ponyville was under attack. Cursing, Irontalon pulled out his IV needles and jumped out of bed, wincing slightly at the stitches in his back, and flew out the window, barely managing to fit through.

Fires were spreading throughout the town, and the townsponies were scattering about in panic as pitch-black, armored soldiers attacked them. The Gryphon prince shrieked a fierce battle-cry and dive-bombed an Obsidian unicorn that had cornered two fillies, one dark pink and wearing a tiara and the other gray and wearing blue glasses. They screamed in distress as the Gryphon and corrupted pony fought. Irontalon managed to slam the unicorn's forehead against the ground hard enough to snap his horn in two, causing him to scream in agony. Irontalon then lifted the stunned Obsidian pony above his head and threw him into the side of a burning building.

Now that they were rescued, Irontalon yelled, "Where are your parents?"

"I-I don't know!" the pink one, Diamond Tiara, cried. "I w-was sleeping over at Silver Spoon's, a-and-!"

"I don't care where you were! You have to get to safety!"

"Diamond! Diamond Tiara!" a pony cried.

Diamond's eyes widened as her father, Filthy Rich, swept her up in his hooves, sobbing. "Daddy!" she cried.

"Sir, you have to get out of here immediately!" Irontalon cried. "Go where it's safe! She can't be out here!"

Filthy Rich nodded, tossing both Diamond Tiara and Silver Spoon on his back. "Come on, children!" he cried, galloping off.

Irontalon barely had time to react as an Obsidian Earth pony bore down on him, his lance pointed directly at his heart. The Gryphon side-stepped the attack, grabbed the lance, and wrenched it out of his foe's grip before whipping it around and smashing it into the side of the Obsidian pony's head, cracking his skull open and killing him instantly. Irontalon tightened his grip on his new weapon and plunged head-first into the fight.

A few of the bolder townsponies were either seeing to the town's evacuation or joining the fight against the invaders. Twilight was busy duelling an Obsidian unicorn, and though her magic was obviously superior to his, the unicorn soldier's armor was lessening the effectiveness of Twilight's magic attacks. But at the very least, she was distracting him from attacking anypony else.

XXXXXX

Rainbow Dash played an intense game of cat-and-mouse with her adversary, weaving between clouds and looping through the air. Though she was unable to shake the Obsidian pegasus, Rainbow was still faster and more maneuverable than her opponent. She didn't know how she could actually injure the pegasus, with both his armor and rock-hard hide, but she was intent on keeping the Obsidian pony too distracted to attack the civilians.

Rainbow didn't see the other Obsidian pegasus right in front of her until it was too late. The enemy pony bucked Rainbow right in the face, knocking her unconscious as she went into a tailspin. Rainbow hit the ground hard and did not move. The two pegasi landed on either side of her, fanning their sharp wings in preparation of cutting her to ribbons.

A lance then lodged itself firmly into the first one's neck, the weapon somehow easily piercing his hide. The pegasus made a strangled gurgling noise before he toppled over, dead. The second foe had more time to react, and defended herself as Prince Irontalon returned his favor to Rainbow Dash, blocking his thrust with her wing. As the two fought, Rainbow slowly came to, her vision spinning and her head pounding.

She saw the Gryphon and Obsidian pegasus fighting and blearily looked around for something, _anything_, she could use. She then noticed a piece of rubble roughly the size of a pony's head a short distance away and discreetly slunk over to it. Before the Obsidian pegasus knew what was happening, Rainbow Dash slammed the rock onto her head with all her strength. A resounding crack was heard as the Obsidian pegasus's skull split open. The pegasus then slumped forward and lay on the ground as the life slowly left her eyes.

Rainbow stared down at the pegasus, breathing heavily. The dead pony's eyes gazed unblinkingly up at Rainbow, who slowly loosened her grip on the stone and let it drop. The eyes of the pony whose life she had just taken.

Rainbow had just killed somepony.

_She had killed somepony_.

Rainbow Dash felt her legs give out, unable to look away from those horribly empty, lifeless eyes. Irontalon caught her before she fell as a strained choking noise escaped her throat. Tears fell down her face as Rainbow Dash broke down sobbing, overcome by her guilt. Irontalon wordlessly tended to her, calming her as best he could before returning to the fight. Rainbow just sat there and watched the madness, almost catatonic to the world around her.

XXXXXX

Dinky ran through the streetsof Ponyville, calling desperately for her mother. Luckily for her, none of the remaining Obsidian Guards had taken notice of her yet, so she continued on, crying profusely as she searched for her mommy. A cross-eyed, gray pegasus with a blonde mane and tail suddenly heard her daughter's cries from where she was hiding and whipped her head around. "Dinky! Dinky?!" Derpy Hooves cried, dodging the occasional magic bolt to get to her daughter.

"Mommy!" Dinky cried upon seeing her.

Derpy scooped her daughter up in her arms and flew into an alley between two houses that had miraculously not caught fire yet. "Oh, Dinky," Derpy whispered soothingly, stroking Dinky's mane and hugging her tight. "It's okay. Mommy's here. Mommy's here..."

"I'm scared, Mommy!" Dinky whimpered.

"It's okay. Mommy won't let anything hurt-!"

Derpy suddenly let out a gasp of pain as a lance was forced through her chest from behind. Specks of her mother's blood splashed onto Dinky's face as she watched in horror as the Obsidian Earth pony behind Derpy pulled his lance out of her body, letting her fall on her side. "MOMMY!" Dinky shrieked, heedless of the Obsidian Guard preparing to run her through as well as she came to her mother's side.

"NO! YOU BUCKIN' BASTARD!" a female voice with a country accent bellowed with righteous fury.

The Obsidian Earth pony looked up in time to see a pair of orange hooves buck him in the face, the force so great his cranium caved in. The pony crumpled to the ground as Applejack ran to the fallen mailmare's side. She gently moved Derpy on her back and looked down at the grievous wound in her chest. Dinky cried into her mother's chest as Derpy weakly stroked her hair, blood trickling out of her mouth. "It's...it's alright, Dinky," Derpy struggled to say. "It'll all be o...okay. You're mommy's...special little muffin, and I love you."

The dying pegasus looked up at Applejack, whose eyes were brimming with tears. "T-take c...care of my little Dinky," Derpy whispered, her vision starting to go dark.

Applejack frantically shook her head and put both hooves on Derpy's shoulders. "N-no! No way! D-don't ya dare talk like that! Yer gonna make it, Derpy, ya hear?! YER GONNA MAKE IT!"

A single tear fell down Derpy's as her breathing slowed. "I-I just...don't know...what...w...went..."

With a final gasp, Derpy's body slackened, and she moved no more. "M-Mommy?" Dinky whispered, gently shaking her. "Mommy? P-please...please wake up...Mommy, please...I-I'll never s-steal your muffins again! J-just please, MOMMY WAKE UP!"

Dinky buried her head in her mother's blood-stained chest, wailing in agony. Applejack couldn't stop her own tears as she gently pried Dinky off her mother's lifeless body, trying desperately to tune out her anguished cries as she bolted for the safety of Sweet Apple Acres.

XXXXXX

Princess Luna idly brushed her mane, looking upon herself from her vanity cabinet. Her sister's report had deeply troubled her; that King Sombra had not only survived a direct attack by the Crystal Heart, but was now once again in charge of the Crystal Empire. Thoughts about that vile stallion coursed through her mind. Oh, how she hated him. She would never forgive him for what he made her do...

No. That was a lie.

She was the one who had been foolish enough to listen to him in the first place. And the minute she had become Nightmare Moon, Sombra had gotten the last laugh.

With her mane looking as wonderful and starry as ever, Luna stood up and walked to the balcony of her room to gaze at her beautiful moon.

What she saw instead was distant fire.

Luna's heart stopped as she witnessed Ponyville burning. All other thoughts leaving her mind, Luna invoked the Royal Canterlot Tone with more force than ever before: "TIAAA!"

Celestia jolted awake at her sister's cries and mumbled, "Unh? What's going on?!"

Luna flew into her sister's bedroom, a look of panic on her face. "Sister! Ponyville is under attack!" she exclaimed.

All color drained from Celestia's face. "ROYAL GUARDS! TO ME!" she bellowed.

Within moments, the Lunar Guard and what few Day Guard were still on duty burst into Celestia's room. "Your Majesties, what is it?!" the Lunar Captain Shadewalker cried.

"We're going to Ponyville!" Celestia answered, her horn glowing. "NOW!"

XXXXXX

Twilight was exhausted, and her enemy showed no signs of letting up. The bookish unicorn strained against the shield she had erected around herself to ward off the Obsidian unicorn's attack. Her attacks had done little, all she could do now was defend. Sweat poured down her forehead as Twilight gritted her teeth. _Is...is this it\_? Twilight wondered to herself as the enemy unicorn sent continuous salvoes of magical bolts into her barrier. _Is this how it all ends for me_?

Suddenly a bright light flashed in the center of town, catching everypony's attention. And when it dissipated, there stood the Princesses Celestia and Luna, and the entirety of the Lunar Guard, along with a few Solar Guards. The Ponyvillians that remained cheered loudly, and the surviving Obsidian Guard all turned their attention towards the new arrivals. Wings of steel and lances clashed, and magic flew this way and that as the real battle began.

Princess Luna charged head-long into the thick of the fight, unleashing gravity spells that crushed her enemies into nothingness. Princess Celestia flew over to Twilight, who was kneeling on the ground, panting from exhaustion. Twilight looked up and managed a smile. "Princess...Celestia! You...came!" she panted.

"You've done beautifully, Twilight," Celestia replied benevolently. "Now return to the library and watch over Spike. We'll take it from here."

Twilight wearily nodded her head and retreated back to the library. Relieved at knowing her precious student was safe, Celestia turned around towards the battle, her eyes glowing menacingly. "SERVANTS OF KING SOMBRA," she intoned ominously in the Canterlot Tone. "YOUR TIME IS NIGH!"

XXXXXX

Spike yelped in fright as he heard the basement door open, but sighed in relief when he saw it was Twilight, who shut the door behind her. As Twilight hugged her assistant, Spike said, "Twilight, what's going on out there? I'm scared!"

A muffled explosion and the scream of a dying stallion assaulted their ears. Twilight just squeezed her eyes shut and held Spike close. "It's okay, Spike. I'm here. I'll keep you safe."

"O-okay," Spike whispered, snuggling up close to her.

And there they stayed until the noises of battle dimmed in intensity until there was only silence.


	5. A Time to Grieve

**Chapter Five: A Time to Grieve**

Celestia, battle-worn and full of sorrow, brought about the morning, and as the rays of sunshine attempted to penetrate the smoky haze from the fires, she assessed the damage. The majority of Ponyville was in ruins. Many houses had been burned to the ground or reduced to rubble. Most of the fires had died out, leaving only smoldering ashes. The townsponies that had escaped were slowly returning to their demolished town, weeping at their loss. Many of the survivors were covered in dirt, soot, and ash.

The Mane Six tearfully reunited, relieved to see one another alive and well. However, others weren't so lucky. The bodies of the Royal Guards and Obsidian Guards had all been gathered, and now came the difficult task of gathering and identifying any civilians that had lost their lives in the attack. The Princesses wordlessly looked on as six ponies were laid together side by side, their eyes closed and their hooves laid on their chests. Mayor Mare slowly stepped forward and publicly announced the identities of the slain ponies, her voice breaking as she named each pony she had worked with, lived alongside, and cared for like a family.

Pokey Pierce.

Roseluck.

Hugh Jelly.

Bon Bon.

Caramel.

Derpy Hooves.

Cries of anguish rang out as the victims' loved ones rushed to their sides and sobbed into their chests. Sparkler and Dinky's wails were the loudest as they embraced Derpy's corpse. Their emotional agony was too much for Celestia to bear, and the Day Princess excused herself, trotting up to the top of a hill overlooking what was left of the once-peaceful town of Ponyville and sitting down on all fours.

And she wept.

Sombra had struck her closer to home than she could have ever imagined. So many young, fruitful lives heartlessly cut short. A filly left without her mother, a sister without her better half. Families forever shattered. She should have known this would happen. "I could have stopped this," she whispered, lowering her head in shame. "I could have stopped this...and I didn't...My subjects...I'm sorry..."

"Sister?"

Celestia looked up to see Luna approaching her, a concerned look on her face. "Are you well?" Luna asked, sitting down next to Celestia.

Celestia was quiet for several moments as she watched the ponies grieve. "We could have stopped this, Lulu," she finally said. "We could have posted guards...put up a protective barrier...or just relocated everypony to Canterlot."

"Tia, you couldn't have predicted this," Luna responded, sighing sadly. "No one could. There has not been an armed conflict in Equestria since the First Sombratic War."

"Exactly!" Celestia replied. "We face the very same enemy as before! The same mindset, the same tactics! Remember...remember what happened in Stalliongrad all those centuries ago? They were attacked just as Ponyville was..."

Luna lowered her head in remembrance. "So many lives lost that day..."

"By all rights, we should have predicted this," Celestia continued. "Sombra is very bold, and trusts in his tactical instincts too much to deviate from his preferred methods."

The two princesses watched as their Royal Guard assisted the townsfolk with bringing in coffins and removing the bodies from the scene in preparation for their funerals. "I haven't lost anypony like this in over a thousand years," Celestia said. "I hate war. I hate what it does to good ponies. It's not fair, Luna!"

Luna looked away, as if fearing her sister's reaction to what she was about to say. "Tia...We should have killed him when we had the chance."

Celestia scoffed bitterly. "Would it have made a difference? He survived the Crystal Heart without ill effects. And you know very well that the Elements don't kill if they can help it."

Luna sighed. "I know."

"But I promise, Lulu," Celestia vowed. "I promise that King Sombra will not get away with this. Come Tartarus or high water, we _will _find a way to kill him! I won't let him threaten our subjects again!"

XXXXXX

Far away, within the confines of Canterlot Castle, a magnificent garden lay. Animals roamed, birds sang, flowers of all shapes and colors bloomed. At the center of this garden was a certain statue. It represented a dragon comprised of many animal parts, as if the gods of creation had gotten lazy or just threw together everything they had left after creating the world. The creature was twisted in a way to show fear, holding both mismatched arms out as if it had tried to push away some unseen force. An expression of horror was frozen on its face.

This, however, was no ordinary statue, for sealed within it was the ancient spirit of disharmony and chaos, Discord.

And he had been watching everything.

_Hmm...While I admit that chaos is a wonderful thing, this Sombrero fellow's a little brutal for my tastes_, the imprisoned spirit thought to himself. _He's so...predictable. Evil, evil, evil. And I was rather fond of that little cross-eyed pegasus_.

The statue shuddered oh so very slightly. _I don't pretend to be a goody two-shoes, but I have boundaries. Sombra crossed the line when he attacked Ponyville. Chaos or no chaos, somepony needs to teach him a thing or two about decency_!

Suddenly, a tiny crack spider-webbed across Discord's stone. If the draconequus could grin, he would have. _Ohoho! Looks like I might get the chance after all! The Element Bearers must have suffered enough emotional trauma for their inner harmony to waver. How convenient for me..._

The spirit's gaze wandered back over to Ponyville, where he saw Ponyvillians gathering near the local cemetary in preparation for the funerals. Discord sighed inwardly. _Well, I've never witnessed a funeral before. Never been one for the gloomy atmosphere. But just this once, I'll watch...might as well pay my last respects to my favorite klutz_.

And as the tiny crack slowly grew larger, Discord went silent out of respect for the first victims of war in a thousand years.

XXXXXX

The entirety of Ponyville quietly sat in the rows of chairs that all faced the line of coffins. Lyra, Dinky, Sparkler, and the other loved ones of the deceased all sat at the very front, wiping their tears with white cloths as Princess Celestia stood directly in front of the caskets, each depicting the smiling, happy faces of the ponies who lay within. Turning back to her audience, Princess Celestia cleared her throat and began.

"Greetings, my little ponies. We are here to honor the lives of Derpy Hooves, Pokey Pierce, Caramel, Bon Bon, Hugh Jelly, and Roseluck, who were unfairly taken from us before their time. Death is an omnipresent part of life, and sometimes it rides upon us just when we least expect it. As their surviving friends and family, we must take it upon ourselves to remember the times we shared, and the bonds we made with each other. We must learn to move on, and not dwell on the past. Now, all those who have something to share with us about the deceased, please step forward and speak your piece."

Sparkler slowly got out of her chair, rubbing Dinky's shoulder as she turned towards the assembled mourners. "Hello. I'm Sparkler, Derpy Hooves's older daughter. We all know Derpy wasn't the most...clever of ponies...But...she was dedicated to her job...and her family..." Sparkler sniffed, feeling tears gather at the corners of her eyes. "She was kind to everypony she met. Even the ones who...treated her with disrespect. She never had a bad thing to say about anypony...She always knew what to say when we needed cheering up...She was everywhere at once...lighting up our days with her happiness...a-and her silly eyes..." A choked laughter momentarily escaped her throat. "I know you'll s-still be watching over us from the heavens, higher than any other pegasus could fly...I love you, Mom...I'll miss you always."

Sparkler wiped her face, prepared to return to her seat. She then found herself wrapped in Celestia's comforting wing. "Do not weep for the days you will spend without her," the princess whispered in Sparkler's ear. "Smile for the days you did."

Sparkler hugged her. "Thank you, Princess."

The magenta unicorn then returned to her seat, and Dinky was the next to stand, fighting back her tears. "My mommy was a s-special pony," she wept. "Her eyes weren't funny because s-she was weird. Mommy a-always said her eyes w-were goofy 'cause one was w-watching over m-me and the other w-was watching the world s-so she would always k-keep me safe...I'll always b-be your special l-little muffin, Mommy..."

Not a single dry eye was in the audience. Dinky hung her head, unable to finish through her tears. Celestia hugged her as well and brought her over to Sparkler, who held the filly in her arms and comforted her. Lyra, the pianist Key Stroke, and the violinist Octavia stood up next, each carrying their signature instruments. "Princess," Lyra began. "I was never really good with words...but Bon Bon always loved to hear me play. I-if you don't mind, my friends and I would like to play a song for my sister...a-and everyone that knew her."

Celestia smiled and nodded, stepping aside to allow the musicians some space. Lyra readied her harp, and Octavia readied her violin as Key Stroke rolled up his piano. The three musicians then played a beautiful song, a soft, sad tune that tugged at the heartstrings of everyone in the audience.

Celestia wept.

The Mane Six wept.

Spike wept.

Luna wept.

Prince Irontalon wept.

Discord wept...figuratively.

After they were done, they returned to their seats, taking their instruments with them. The other family and close friends of the deceased each said their final goodbyes, until it was time for the caskets to be lowered into their graves. The unicorns all pitched in, removing the photos and flowers before lowering the coffins into the plots that had been dug out for them. Then, one by one, everypony present, unicorn, pegasus, Earth pony, alicorn, dragon, and Gryphon alike, all grabbed handfuls of dirt and tossed one into each grave in a procession. When this was done, the undertaker, Pale Eyes, set about finishing the task of burying the caskets while the mourners all congregated outside the graveyard and mingled together, sharing stories and comforting one another.

XXXXXX

King Sombra surveyed the handiwork of his slaves as they built an array of strange, crystalline devices along the Crystal Empire's walls under the watchful eyes of the Obsidian Guard. The devices were weapons arrays to be manned by Obsidian unicorns, who would fire beams of energy into the devices, the crystals amplifying the magic to a lethal degree. Anypony save the Princesses struck even once would instantly be killed. They had a considerable range too: accurate up to five hundred yards away.

After the attack on Ponyville, Sombra was certain the Princesses would retaliate just as they had after Stalliongrad a millenium ago. And this time he was ready. They weren't protected by the Elements of Harmony, and any army that assaulted his stronghold would be cut to pieces before they could even get close. Pleased with his hard work, (or rather the _slaves' _hard work) the Tyrant King laughed, his deep, booming voice sending chills down the spines of all who heard.

XXXXXX

Princess Celestia brooded on her throne late that night, reflecting on the tragic events of the day. She was unable to sleep, an irrational fear of another attack ever present on her mind. She was Equestria's protector, and Sombra had staged a devastating attack right under her nose. Luna had tried and failed to convince her sister to go to bed, so she resigned herself to doing her duty as Princess of the Night to bring peace to the frightened populace's dreams.

"Where did it all go wrong?" she whispered to herself.

"_You know, sitting there pitying yourself won't do anypony much good_," a disembodied, familiar voice abruptly spoke.

Celestia gasped in shock and stood up straight, scanning the chamber with her eyes. "Discord!" she yelled.

"_Oh relax, Tia. I'm not in the mood for our usual fun_."

Celestia's horn glowed. "Where are you, Discord?!"

"_Hmm. You'll find out when you calm down a little. Sheesh, Celestia. You're always so overdramatic_."

"I had to watch several of my subjects be buried today, Discord!" Celestia snapped. "I had to look their friends and families in the eye and watch as they grieved hopelessly for the loved ones they lost to a war that shouldn't even be happening! _I HAVE EVERY GODDAMNED RIGHT TO BE OVERDRAMATIC_!"

"_Yes. I'm aware of everything that's happened. I even paid my respects at that funeral today...in spirit, of course_."

Celestia slowly fizzled out her horn. She was just so emotionally exhausted she was too tired to stay angry. "What do you want, Discord?" she softly asked, her voice devoid of emotion.

"_I want to help, of course_."

Celestia blinked in surprise.

"_Weren't expecting that? Good. I'm doing my job right, then_."

The Sun Princess scoffed bitterly. "And how can you help? You're a statue again, thanks to your usual tricks."

"_Ah, yes...about that_..."

There was a sudden, bright flash of light, and from it emerged the spirit of chaos himself, smirking playfully as he idly floated in the air. "I finished busting out about half an hour ago," Discord finished, resting his chin on his mismatched hands.

Celestia narrowed her eyes. "How?"

Discord mischievously wagged his finger at Celestia's nose. "Ah ah ah now, Tia. A good magician never reveals his secrets!"

Celestia watched Discord touch down and sit on Luna's throne, who ignored her scathing look as he stretched himself out all over it. "Listen, Tia," Discord began, for once getting down right to business. "I know you've been through a lot with that King Sombrero guy showing up again, and believe me, I ain't too happy with that blowhard either."

Celestia only glared suspiciously at Discord. He took it as a sign to continue. "While the chaos he's caused has enabled me to break out of my latest prison, I know what Sombra wants, and I don't agree with it. He wants order, perfect, tyrannical order under his hoof. Everypony has one specific purpose; paying tribute to that scuzball and feeding his enormous ego. As boring as your rule is, it's at least a heck of a lot better than his would be."

Celestia looked down and said nothing. "You allow personal freedoms for everypony. Freedom is chaos, dear Celestia. And what good would I be if I didn't stand up for chaos?"

Celestia glared at Discord. "You would betray us," she accused.

Discord frowned. "Still don't have much faith in me, do you, Tia?"

"Why should I?" Celestia snapped. "You were once in charge of Equestria, and your chaos and pranks left our country in a state of disrepair! Everypony was _miserable_! You were arrogant, irresponsible, thoughtless, and-!"

"Young?" Discord suggested, raising one bushy eyebrow. "I agree. I was an arrogant, self-centered jerk. I still am, by the way, ha ha ha! But I have grown up a little. Being encased in stone twice has given me time to think. Perhaps my second stint was too...predictable. I _hate _predictability."

Discord floated up into the air and rested on his back. "If I heard correctly, you and Lulu both had a hard time putting ol' King Sombrero out of commission, even with the Elements of Harmony. Face it, Tia. _You need me_."

Celestia looked uncertain for a moment, but her eyes quickly steeled as she said, "If you even think about betraying us..."

Discord chuckled. "Ah, Celestia. You're expecting me to do that, aren't you? You should know by now; when it comes to me..._always _expect the unexpected."


	6. Dragon's Fire

**Chapter Six: Dragon's Fire**

A vast, reptilian shape soared through the skies, guided by a pair of Obsidian pegasi towards its destination. The great azure dragon's eyes glinted with a pang of greed as it spied the Crystal Empire growing larger by the second. Karzakathûl was a dragon of immense age, an Elder Wyrm, and as such, his power and majesty were godlike among dragonkind, enough to go toe-to-toe with a fully-grown Ursa Major. But, as with all dragons, his insatiable lust for treasure had grown with age as well.

And King Sombra had promised him _lots _of treasure.

The Elder Wyrm banked as the pegasi did, slowly descending upon the crystalline city-state. The chained workers collectively turned their heads towards the sky and balked at the sheer size of the blue dragon bearing down on the city. The Crystal Ponies shrieked in terror and reflexively attempted to escape their restraints and flee far away. The Obsidian Guard kept them firmly in line, immune to the fear aura surrounding Karzakathûl.

The ancient dragon landed in the town square, the earth quaking beneath his weighty bulk. Seeing the terrified townsfolk, Karzakathûl let loose an ear-shattering roar, sending all who heard to the ground. The slaves didn't bother getting up, covering their heads with their hooves and screaming in terror as the great beast chuckled darkly at them.

Oh, how the Sky Emperor _loved _that reaction.

All too soon, though, the screams sharply died out, cutting Karzakathûl's twisted merriment short. Craning his prehensile neck downward, the dragon immediately saw why. King Sombra himself was approaching. Karzakathûl could not help but straighten up a little. This unicorn commanded such fear and domination that his subjects cowered before him even more than before the most powerful of dragons. For this reason, Karzakathûl held Sombra with a degree of respect no other creature in their world had the honor of receiving.

The Crystal King slowly trotted up to the hulking dragon, his facial expression oozing confidence. Sombra inclined his head in respect to his visitor, the Elder Wyrm returning the favor. "I knew the promise of treasure would bring you to my doorstep, Master Karzakathûl," Sombra began. "Welcome to the Crystal Empire."

Karzakathûl drew his head back and spoke, his deep, guttural voice reverberating for miles. "**This is a promise you **_**will**_** keep, King Sombra**," he growled. "**It would be **_**unwise**_** to wrong an Elder Wyrm**."

"I have a bountiful supply of treasure ready to add to your hoard. I do not deceive worthy allies. However, if you complete the task I have for you, you will receive more treasure than any other dragon's hoard could ever hold."

A glint appeared in the dragon's piercing eye. "**Speak**."

"You are, perhaps, aware of the alicorns who currently hold the seats of power in the nation of Equestria, are you not?"

Karzakathûl bared his long teeth ever so slightly, a puff of smoke escaping his nostrils. "**The Goddesses of the Sun and Moon. What of them**?"

Sombra's grin was terrifying. "I would like you to exterminate them."

Karzakathûl frowned. "**You ask a steep request. I am a god among dragons, but the Goddess Alicorns are a power beyond even my ken**."

Sombra chuckled darkly. "Not with my help, they aren't."

The dragon's glowing yellow eyes narrowed in suspicion. "**What do you mean, Crystal King**?"

"I know of a way to strengthen you. You are a dragon of vast age, knowledge, and power. Your fire burns as hot as the sun. You possess the strength of an Ursa Major. But you, like all dragons, are susceptible to magic. Not magic wielded by a lowly unicorn, of course, but the Equestrian princesses are strong enough to harm you with their magic. All it takes is a single spell strengthened by your fire. After this, your hide will resist even their magic. Your fire will burn through their barriers. And they. Will. _Fall_."

"...**And in return**?"

"All the treasure in Canterlot is yours to keep. Do you accept?"

The dragon considered the offer for several long moments, his massive tail twitching in agitation. Then at last, the Sky Emperor flashed a toothy grin. "**I accept your offer, King Sombra**."

XXXXXX

Twilight and her friends trudged through the grand halls of Canterlot Castle, escorted by a pair of guards. Their thoughts were burdened with fear, doubt, and uncertainty. Why? Because they were here to train.

To become soldiers of the Equestrian military.

Twilight still couldn't believe what she had been told. Princess Celestia had issued a royal edict that all able-bodied unicorns, pegasi, and Earth ponies between the ages of eighteen and fifty were now drafted into the Equestrian army. Thousands of ponies from all across the land flocked to the Equestrian capital, heeding the call. However, Celestia had personally requested the presence of the Mane Six, likely due to matters concerning the Elements of Harmony.

The spirit of chaos floating over them upside-down, smirking mirthfully at them, was not on the list of things they had been expecting.

"Why hello, my little ponies!" Discord cheerfully greeted, startling the gathered mares. "Did you miss me?"

"D-D-Discord?!" Twilight gasped, falling backwards on her flank.

"Heavens to Betsy!" Applejack cried. "Now we gotta deal with _him _too?!"

"Actually, dear Applejack," Discord smugly pointed out, lifting up a single talon, "I'm here on her Royal Pain's request."

"I beg your pardon?" Rarity exclaimed, disbelieving.

"It's true!" Discord laughed. "I'm here to help you all win your silly little war with King Sombrero."

"_Sombra_," Twilight corrected, deadpan.

"First rule of psychological warfare," Discord informed them. "Give the enemy a stupid nickname, make it public, and ensure he hears about it. Does a wondrous job of bruising his ego, you know!"

"Who cares about bruising his stupid ego?!" Rainbow Dash rudely interrupted.

Discord guffawed. "Out of all other ponies, I thought you would understand, Dashie! You see, if you strike your enemy in his ego, he becomes angry. When he's angry, he makes hasty decisions and is less likely to think things through."

"...Essentially making him more likely to make a mistake," Twilight finished, her eyes widening in understanding.

"Correct, Twilight," Discord congratulated. "You always do catch on fast!"

Pinkie Pie couldn't help but snort laughter as she imagined the imposing and scary tyrant wearing a fake mustache and huge Marexican sombrero. Discord pointed to her and grinned. "See? She has the right idea!"

"I can see you've already reacquainted yourselves with Discord."

Everyone turned to see Princess Celestia, shooting a glare at the draconequus. "Princess, why did you bring him back?!" Twilight demanded angrily. "You know what he's done, and-!"

"Discord freed himself on his own," Celestia tiredly explained. "He offered his assistance, and we are not in a position to deny ourselves aid...no matter its origin."

Twilight gave Discord a hard, disapproving look. "If you say so, Princess..."

"Besides, he's not the main reason I summoned you all here specifically. You are here because you wield the Elements of Harmony. With that power, you are formidable...However, not all of you are fighters, and I'm afraid that poses somewhat of a problem."

Celestia's gaze centered on Pinkie Pie and Fluttershy. "Understand, Pinkie Pie, that your enemies will not be deterred by a cannon that shoots party accessories. They will get up, and they will try to kill you. You must be willing to slay your opponent, and I am not certain you are up to the task."

Pinkie glanced at her friends before responding, "W-well yeah. I've never k-k-k-killed anypony before, Princess. That just d-doesn't sound like a very fun thing to do. I-I couldn't..."

Celestia nodded. "I understand, Pinkie. That is why I'm making you the official Chief Morale Officer. It will be your job to keep the soldiers' spirits up. You will not be required to engage the enemy in battle unless the Elements are necessary for victory."

Pinkie's eyes lit up, and she flashed the widest grin she had made since before the news about Sombra's return. "Wow! Really?! I get to throw parties for all the soldiers?! Oh thank you thank you THANK YOU, Princess!"

Pinkie excitedly hugged Celestia's leg before stepping back. "Fluttershy," Celestia stated, causing Fluttershy to squeak in response. "Your heart is pure and full of kindness. You would never raise a hoof against anypony in good conscience. Great care goes into the animals you look after. That is why you will be in charge of the Medical Unit alongside Nurse Redheart. You will also only participate in battle if the Elements are required."

"O-okay," Fluttershy whimpered.

"The rest of you have all participated in combat already," Celestia continued. "Some of you have even already killed your first enemy..."

Rainbow Dash and Applejack immediately felt sick. Rainbow could still perfectly remember seeing those lifeless eyes staring back up at her from the ground. Derpy's death and the feeling of her hooves crushing bone were still fresh on Applejack's mind. "Twilight, you and your other friends are all officially cadets of the Equestrian army. Twilight and Rarity are to immediately report to the garden with all the other unicorns. You will be taking your orders from Commander Falling Skies of the Unicorn Guard. Rainbow Dash, you are to report to the skies above Canterlot, where Commander Swift Stroke and the other pegasi await. And Applejack, you are to report to the-!"

A fierce, powerful roar resounded throughout the castle. "What's going on?!" Celestia demanded.

Discord slithered over to a nearby window and looked outside. "I don't see anyHOLY GUACAMOLE!" he yelped, jumping back in shock.

"W-what is-!" Twilight began.

A snap of Discord's fingers cut her question short as the whole group was teleported away just as an intense wave of flames incinerated the wall and floor where they once stood. They reappeared outside the castle, in the outer gardens. The unicorn recruits were panicking, and to make things worse, so were the more-seasoned Royal Guards. "I don't believe it!" Discord yelled, the sheer insanity of the moment causing the spirit to cackle in disbelief. "I don't bucking believe it! He _actually _got a-!"

_**GGGRRROOOOOOOAAAAAAAAAAARRRR **_!

The cause of all the chaos then made its presence known, causing even Princess Celestia to take a step back in fear.

Looming over them was the biggest, most menacing dragon they had ever seen.

Its scaly hide was an electric-blue, its claws and teeth long and sharp. A pair of jagged horns protruded from its head, and its massive wings beat the air around it, keeping the beast aloft. Long whiskers protruded from its snout and chin, and the dragon's eyes betrayed centuries, nay, _millenia_, of cunning wisdom and raw power.

"A d-d-dragon?!" Rainbow screamed.

"Not just any dragon," Twilight explained in horrified fascination at the awesome creature before them. "That's an Elder Wyrm. The oldest, rarest, and most powerful dragons there are. Dragons grow more powerful with age, and they become Elders when they reach two thousand years of age."

The booksmart unicorn gulped. "It is said that an Elder Wyrm is strong enough to take on an Ursa Major..._and win_. They are viewed as gods among dragonkind. Oh, Mother Faust...we're _finished_..."

The Elder Wyrm sneered viciously at his soon-to-be victims. "**Long have I dreamed of this day**," he spoke, his voice rivaling the Royal Canterlot Tone without even trying. "**I, Karzakathûl, the Sky Emperor! By order of King Sombra, you shall die, Princess of the Sun! **_**GWA HA HA HA HA HA HA HA**_!"

Karzakathûl reared back and unleashed a super-heated jet of flames at the gathered ponies. Celestia immediately cast a defensive barrier around herself and her subjects...

...only for the flames to shatter the shield like glass.

With only a split-second to act, Discord snapped his fingers again, teleporting them out of the flame's path over to the other side of the castle. "Whew! That was too close!" Discord breathed, wiping his forehead.

They all promptly heard a thud. They all turned to see that Discord had been too late. Celestia had taken the blast before they had all been teleported to safety. "PRINCESS CELESTIA!" Twilight shrieked, rushing to the fallen Princess's side.

Celestia was badly burned all over her body. Her status as an alicorn was the only reason she was still alive. "Unnnhhh...T...Twilight?" Celestia weakly groaned.

"S-stay still, Princess!" Twilight begged. "Please don't move! Y-you're hurt very badly!"

Discord watched as Karzakathûl latched onto Canterlot Castle's highest tower, bellowing in triumph as the ponies either fled or futilely tried to attack him. The chaotic spirit's face contorted into one of intense anger and fury. He gritted his teeth at the audacity of the beast, attacking Canterlot...

Attacking _her_.

"Twilight. Get up," Discord flatly ordered, not removing his gaze from the dragon. "We're going."

Twilight looked up, fighting back her tears. "G-going where?!"

"To find Luna and show this overgrown lizard who's boss!" Discord snapped. "Twilight, get on my back! The rest of you, keep Celestia safe!"

Shocked into silence, the ponies could only nod as Discord hoisted Twilight onto his back and took off into the air, floating up to eye-level with the waiting Elder Wyrm. "Luna should be coming out in three," Discord mumbled to himself. "...two...one..."

Karzakathûl was suddenly blasted away from the tower by an immense surge of dark energy. "YOU WILL SUFFER THE AGONY OF A THOUSAND DEATHS FOR HARMING MY SISTER, DRAGON!" Luna bellowed in the Tone, her rage-filled eyes glowing as she ascended into the sky to do battle with the colossal dragon.

"...bingo."

Discord looked up at Twilight. "Alright, bookworm. Here's the lowdown. Tall, dark, and ugly over there's been strengthened by Sombra's magic. I can sense it all the way over here. So we have to find some way past his defenses without getting roasted to a fine golden-brown."

"Can't you just...negate the spell or something?!" Twilight cried.

"Not at this range, no," Discord answered. "And getting close to a ticked-off Elder Wyrm is the last thing you want to do when fighting one. Not until the right moment, that is."

"What's the plan?" Twilight asked.

"First, keep Lulu from getting her head bitten off. We'll go from there."

Before Twilight could say anything else, Discord swooped down towards the fighting dragon and alicorn, with Twilight hanging on for dear life.

Luna couldn't believe it. Karzakathûl was just shrugging off her strongest attacks like they were nothing. There was literally no way she could hurt him, her only advantage being able to dodge his considerably-slower attacks. Knowing this, the terrible beast guffawed. "_**GWO HO HO HO**_**! My power is augmented by the Crystal King himself! You cannot hope to defeat me, Moon Princess! Take comfort in the knowledge that your sister shall join you soon in the great beyond**!"

Suddenly a multi-colored streak shot by as a massive influx of chaotic energy impacted the side of Karzakathûl's head, dizzying him for only a short moment. Discord took this moment to hover over Luna's head and say, "Get over there with Tia, and stay there! Let Twilight and I handle Kazahkstan over here!"

Luna stubbornly glared at Discord for a moment before she finally relented, wordlessly nodding her head before teleporting to her wounded sister's side. Discord and Twilight then stared down the hulking dragon that was coming to his senses. Seeing his new adversaries, Karzakathûl sneered cruelly. "**Well, this **_**is**_** an unexpected turn of events. A draconequus. It seems we were not thorough enough during our little war two thousand years ago. Discord, am I correct**?"

Discord was silent. Twilight couldn't help but be intrigued by the Elder Wyrm's words. "_**GWAH HA HA**_**! Spirit of chaos and disharmony, eh? What a sad, pathetic grab for attention! Did you really expect to do your race proud with that makeshift title, **_**prince**_**? It's a shame I wasn't the one who exterminated your loving parents, but I heard their deaths were simply **_**agony**_**.**"

Discord's eyes narrowed in hatred. "Shut up."

"_**GRAH HA HA HA**_**! How fortunate for me! After two thousand years, I shall at last have the pleasure of wiping out your meddlesome species and your former surrogate family once and for all**!"

Karzakathûl unleashed his fire breath, which Discord swiftly dodged. Twilight was too stunned and heartbroken to complain about the rough movement. Discord had once had a family, a whole species of his own. And this terrible monster had gleefully aided in their extinction. Where there was once bitter anger and hate, now there was only pity for the mismatched creature onto whose back she now clung. "Discord...I-I'm so sorry..."

"Save it for later," Discord coldly replied. "Right now we have a dragon to beat!"

Discord then flew away from the castle, with Karzakathûl in hot pursuit. "W-what're you doing?!" Twilight yelled. "Where are we going?!"

"Far away from any sort of civilization," Discord explained. "When this guy falls, he's gonna fall _hard_."

Discord lifted his eagle talon, magical energy gathering in his fingertips. "Looks like we're due for a big storm of _chaos_," he quipped as he snapped his fingers.

Twilight looked over her shoulder and saw rainclouds spontaneously appear in Karzakathûl's path, lightning flashing within them. As the dragon pushed through them, the rainclouds exploded, disorienting the raging beast. Growling furiously, the Elder Wyrm opened his mouth, his throat glowing from within.

"Discord! LEFT!" Twilight urgently screeched.

Discord reflexively did so, a great ball of fire whizzing past them. "Nice call there, Twilight," Discord congratulated.

"RIGHT! RIGHT!"

Discord banked right, again avoiding the massive dragon's fireball. The draconequus retaliated by conjuring a cotton candy cloud right in the dragon's face, the chocolate milk contained within making it sticky and wet. The Sky Emperor bellowed as he clawed the sugary sweets off his face and continued his pursuit. Discord then conjured a glass of chocolate milk, downed the glass, and threw the solid milk at the approaching dragon. "Bottoms up!" he cackled as the makeshift grenade exploded against Karzakathûl's face.

Shaking his head, the Elder Wyrm bellowed, "**You think your petty magic tricks can stop me now, Discord?! Stop running like a coward and face your death with dignity**!"

Soon the two dragons were over an empty field of grass, and Discord veered about, setting himself and Twilight on a collision course with the Sky Emperor. "Are you any good with illusion spells?" Discord asked.

"Uh, yeah, I've practiced some, but-!"

"It'll have to do then!"

Discord dove down, avoiding a swipe of the azure dragon's razor-sharp claws, regaining altitude behind the great beast. As Karzakathûl veered around, Discord said, "Alright, this is what we're gonna do. When we get close enough, I want you to cast an illusion spell around Karzakathûl and make him think he's on the moon or something! I'll handle the rest!"

"But y-you said Sombra's protected him from enemy spells-!"

"He's protected from attack by _offensive_ spells. But passive spells, like illusions, will still work! Are you ready?!"

As Karzakathûl neared them, his fanged mouth contorted into a menacing grin, Twilight gulped and nodded. "Yes...I'm ready."

"_Let's end this_."

Discord flew straight at the Elder Wyrm, his eyes steeled in resolution. Twilight gripped his back, fighting back her fear and readying the spell. The dragon's wings beat faster.

Discord heightened his speed.

Karzakathûl's claws outstretched.

Discord's eagle talon twitched in anticipation.

The dragon opened his gaping maw.

"Twilight, DO IT!" Discord bellowed.

The little unicorn's horn began to glow as the magic asserted itself. Karzakathûl's mouth abruptly clamped shut as he noticed his change of scenery. "**What in-**?! **What devilry is this**?!" the enraged dragon roared, thrashing about.

Twilight put all her concentration into maintaining her illusion as Discord soared up towards Karzakathûl's confused and angered face. Discord's fingers snapped, and a twenty-foot-long lance appeared in his hand. "This is for every draconequus you killed, Sky Emperor," the draconequus spoke quietly as he drew his arm back. "May you burn in Tartarus."

Karzakathûl's mouth was open as the Elder Wyrm roared in frustration.

Discord softly exhaled...

...and hurled the lance down the dragon's throat.

The weapon went all the way down the monster's esophagus and pierced the foul creature's ancient heart. Karzakathûl's eyes went wide with stunned disbelief. The Elder Wyrm's body convulsed for but a moment, and then fell from the sky. The impact of the great beast's body meeting land could be felt miles away. A thick cloud of dust obscured the dragon for a few moments, but when it cleared, there lay the Sky Emperor, unmoving forevermore.

Discord slowly touched down by the fallen dragon's body, Twilight jumping off and standing next to them as they surveyed the corpse of their foe. Discord stared at his fallen foe, his expression unreadable. Twilight looked up at him and tentatively asked, "Discord…are you alright?"

The spirit of chaos looked down at her and grinned. "Fine as a fiddle, why do you ask?"

Twilight could tell his smile was forced, but didn't press the matter further. After a few moments of silence, Twilight spoke again. "So what're going to do about his body?"

Discord scratched his chin for a second before snapping his fingers. Karzakathûl's corpse immediately burst into tons of confetti, which blew away on the winds. "What body?" Discord asked.

Twilight wasn't sure how to respond to that, so she just began the long trek back to Canterlot, Discord lazily floating behind.


	7. Training Day

**Chapter Seven: Training Day**

King Sombra idly flipped through his favorite spellbook, _Forbidden Magicks_, looking for any new spells he could perfect. This book was full of black magic spells and curses, things no Equestrian was allowed to know even existed, and its contents were responsible for Sombra's unnatural lifespan and incredible power. No one knew where this book had come from, or who wrote it, but Sombra silently thanked them for their..._generosity_.

Suddenly there was knock at the door. Sombra glanced up from the book and barked, "Enter."

The door creaked open, revealing the Commander of the Obsidian Guard. "Your Majesty," the unicorn greeted, bowing. "We have just received word from our spies in Equestria."

A savage grin creased the dark king's face. "And?" he pressed.

"Karzakathûl was slain by the Element of Magic and the spirit of chaos, Discord. The Princesses still live, however Princess Celestia was badly injured in the attack."

Not since the Crystal Heart incident had such a look of shock appeared on Sombra's face. "...Karzakathûl is dead?" he repeated, letting the news sink in. "By _Discord's_ hand?!"

"I am afraid so, My Liege."

Sombra's face contorted in anger and disbelief. "He was one of the oldest and most powerful dragons out there! He was even strengthened by _my_ magic! _HOW DID HE STILL LOSE_?!"

"Discord hurled a lance down his throat, milord."

Sombra growled softly. "The only sure way to kill any dragon. Clever bastard."

The dark king sharply turned, looking out the window of his personal chambers. "If Celestia was injured in the attack, then that means that the Equestrians will wait for her to recover before striking back and calling upon allies. If anything, at least the Sky Emperor bought us some time..."

"My Lord?" the commander asked, slightly confused.

Without turning from the window, Sombra ordered, "Tell Captain Dagger Wing to ready two hundred of our best Obsidian pegasi for immediate deployment. They are to capture the Gryphon capital city of Griffhala and eliminate the Gryphon Royal Family."

The commander bowed. "As you will it, King Sombra."

"_You_, commander, shall take a contingent of unicorns and go to the nearby mountains. I suspect that my return has begun to stir my faithful..._pets _from their rest. Bring them to me."

"Yes, sire."

Sombra was then left alone in his chambers. He knew that his attempt on the life of the Gryphon Prince would force their hand and cause them to bolster Equestria's forces. He was not going to allow that. Besides, conquering the proud Gryphon Kingdom would inflict a serious blow to the Equestrians' morale, even with the sudden, admittedly-unexpected presence of Discord.

Sombra frowned. _Discord_. He was a wild card. He hadn't counted on that draconequus showing up. He _especially _hadn't counted on the meddlesome idiot _actually slaying a goddamned Elder Wyrm_. If he was on the Equestrians' side, things would be somewhat more difficult for him. Discord was the being closest to him terms of power, as far as the dark king was concerned. Superior? Hardly. Sombra had altered, improved, and perfected many of Discord's commonly-used spells for his own use. Darkness and chaos blended together quite well.

But nevertheless, Sombra needed to think of a way to bring the chaotic spirit down a notch. Perhaps the Crystal Heart could be of use this time. He had made a mistake last time, simply hiding away the Crystal Heart instead of adapting it for his use.

The Crystal Tyrant grinned. He needed to make use of the Heart's power. And he knew exactly how he was going to do it.

XXXXXX

_Two days after Karzakathûl's attack..._

The group of unicorns stood straight in neat, ordered rows as a stern-looking white unicorn dressed in ornate armor inspected them, his coldly-professional eyes scrutinizing each and every one of the new recruits. Twilight had never felt more uncomfortable in her life, and was trying her best to keep herself from showing it. Rarity was doing a slightly better job of it, staring straight ahead like everypony else and not looking at the Royal Unicorn Captain. Finally the Captain spoke. "Well, aren't you all the sorriest sacks of hay I've ever laid eyes on," he snapped. "Too many years of peace have made you all fat and lazy."

Rarity reflexively scoffed at the rude remark, then widened her eyes and clamped her mouth shut as Captain Falling Skies whirled around and glared at her, looking her up and down with disdain. "You there! Prima Donna! You have something you'd like to say?"

Rarity shook her head. "Where are you from, Private?" Falling Skies demanded.

"Ponyville, sir."

"Ponyville?!" Falling Skies scoffed, getting in Rarity's face. "The only things that come from Ponyville are steers and queers! You don't look like a steer, so that pretty much narrows it down!"

Rarity balked. "I'll have you know, good sir, that I am straight as a-!"

"I DON'T GIVE TWO HORSEAPPLES WHICH WAY YOU SWING, PRIVATE! Now drop down and give me twenty!"

"Twenty what?" Rarity asked in confusion, eliciting a number of repressed snickers from the other unicorns.

"_Pushups_, Private! You know what pushups are, don't you?!"

"...Oh..."

Rarity, sucking up her pride, lay down on her belly and started doing the pushups. While she did this, Falling Skies addressed the rest of the group. "I am Commander Falling Skies of the Unicorn Guard, and I hereby welcome you to Fighting Magic 101! I am gonna teach you sorry little fillies about how to fight like _real _unicorns! I am gonna teach you about attack and defense, and most importantly, I'm gonna teach you all how to _kill_!"

The recruits all exchanged nervous glances. Killing pretty much went against their nature, but they all knew now that it would be necessary if they wanted to survive the Second Sombratic War. "Today we're going to start with some basic calistenics," Falling informed them. "The key to having strong magic is by first having a strong body. Now follow my lead, you sad bunch of sissies!"

The whole group wordlessly copied every stretch and move the commander made, some struggling more than others. Many ended up falling over after attempting to twist their bodies a certain way. Needless to say, the next two hours were not a pleasant experience for anypony. When the agony was finally over, ponies were lying spread-eagled on the ground, some having flopped over onto one another. Falling narrowed his eyes. "Fillies and gentlecolts, that there is just a sad display."

The Unicorn Commander snorted. "I guess I can't expect much. It _is _only the first day. Now, everypony listen up! You have all been assigned bunkmates at the unicorn barracks! The roster will be posted on the door of the mess hall. Each of you will find a book on your bed when you go to your quarters. You are to read the first ten pages until you have fully memorized how to perform the spells laid out in the text. First thing at 0600 hours tomorrow, I want you all out here and practicing. And if just one of you is even a _minute _late, all of your rations will be cut in half for the day! Do you get me?!"

The gathered unicorns all mumbled in agreement.

"I SAID, DO YOU GET ME?!"

"YESSIR!" the recruits all shouted.

"Dismissed!" Falling Skies barked.

Sighing in relief, the unicorns all gathered at the mess hall of the base at which they were stationed. There were three bases that had been hastily set up around the foot of the mountain on which Canterlot was situated, one for each branch of the Equestrian military: Unicorn, Pegasus, and Earth Pony. Twilight and Rarity trotted towards the mess hall together, eager to see who they were bunking with. "My word, that Commander Falling Skies is such a brute!" Rarity complained. "Accusing _me _of being a fillyfooler _and _insulting our hometown! Clearly the military is lax in their manners."

"Rarity, it's the _military_," Twilight pointed out. "They don't have any use for manners. What good will being courteous to the enemy do?"

Rarity huffed. "I know, I know. It's just...this is nothing like what I'm used to! I'm used to sitting in the boutique, making my fabulous dresses where it's nice, cool, and clean! Not doing pushups for defending my integrity, constantly getting myself dirty with sweat and mud, and putting up with such an off-putting blowhard of a stallion!"

"You might as well get used to it, Rarity. It's only the first day. And I'm already aching all over."

Finally the two mares reached the mess hall, where the other unicorns were gathered around, looking at the roster. The two friends jostled through the crowd in order to get a glimpse of the sheet of parchment containing the names. Twilight reached it first, scanning it with her eyes for her name. She found hers about halfway down.

_Twilight Sparkle, Vinyl Scratch_. _Sections D-13, 14._

Twilight blinked in surprise. _The DJ_? Twilight thought to herself, recognizing the name.

"Who are you bunking with, Twilight?" Rarity asked.

"It says Vinyl Scratch," Twilight answered.

"Awwww, yeah! Comin' through, fillies 'n gentlecolts!" came a tomboyish, slightly-scratchy voice.

A white unicorn with an unkempt, punk-rock blue mane and tail, a musical note Cutie Mark, and magenta eyes emerged from the crowd and promptly put a hoof around Twilight's shoulder, smiling amicably. "'Sup, new roomie?" Vinyl asked, eliciting a nervous smile from Twilight.

"Oh...hi, Vinyl. I'm doing just fine," Twilight answered, laughing uncomfortably.

Rarity took this time to view her own name and bunkmate. "Oh...Lyra Heartstrings. At least it's a familiar face," she mused quietly to herself.

"No need to be nervous, Twi!" Vinyl chuckled. "I ain't Nightmare Moon, for Pete's sake!"

"I know. I've just...never really talked to you before, even though I've been to a couple of the parties Pinkie had you DJ for."

"Ah yeah, Pinks," Vinyl laughed, clapping Twilight on the back. "Don't worry about a thing! We'll get plenty'a chances to talk while we're here! By the way, how is Pinkster?"

"She's good, I guess," Twilight said, slightly getting more comfortable around the Manehattan DJ. "Princess Celestia made her the Chief Morale Officer."

Vinyl laughed. "Figured she'd get that. Only job in the whole army she'd be perfect at."

The former DJ turned towards the mess hall, smelling the delicious food within. "Mmm, I'm famished! Let's go get some chow!"

Noticing her stomach growling in protest, Twilight wordlessly followed her new bunkmate over to the lunch line, getting a tray for herself. The two mares traded idle conversation for a few minutes as they went down the line, watching as the cooks ladened their trays with various foods. Once they reached the end, Twilight and Vinyl walked over to an empty table and sat down. They were joined a few moments later by Rarity and Lyra, who had been talking about Ponyville-related things. "Well, it looks like we won't be seeing each other quite as often as I would like," Rarity explained. "Lyra and I are assigned to Bunks S-9 and 10, on the other side of the pavilion from where you and Vinyl are staying."

"Oh," Twilight responded glumly.

"It's alright, Twilight," Rarity replied. "It's not like we won't get to see each other during the drills and lunch hour."

Twilight lowered her head. "I just wish I could see the others, and how they're doing."

"Commander Stick-in-the-Mud said that we're allowed to mingle with the other two bases on weekends," Vinyl explained. "I kinda wonder how Octavia's doing..."

"Yeah, me too," Lyra added.

After a few minutes of eating their food, Vinyl finally got the courage to ask, "Hey, Twilight?"

Twilight swallowed her hay fry. "Yeah?"

"You were at the Crystal Empire when it first came back. You met King Sombra, didn't you?"

"Well...not personally. But I _have _seen him."

"What...what was it like?"

Twilight shuddered. "Being in his presence...looking into those eyes and seeing nothing but greed, anger, and hatred...knowing that killing you would be a pleasurable experience for him...it was like being in the presence of the thing you fear most."

Twilight didn't notice how the room had quieted down a little as several of the nearby unicorns all leaned their heads in closer to her table and strained to listen. "Even when he just a living shadow, seeing him for the first time terrified me more than anypony else ever had. And when his true form was fully restored, and he got so close to the Crystal Heart...and Spike...you have no idea how that feels. To experience pure, primal _fear_. That's what it means to stand before King Sombra."

All those who had overheard gulped uncomfortably. No more words were spoken during their meal.

XXXXXX

Rainbow Dash sighed as she finally got to relax in her bunk after a long, stressful day of training. Commander Swift Stroke was a very stern, but fair drill sergeant. He had been very impressed by Rainbow's slick maneuvers, and when told she had been trying to get into the Wonderbolts for years, the commander said he'd put a good word in for her after the war.

But there begged the question. _Would_ she survive this war?

The rainbow-maned pegasus shivered. It was a terrible thought, always on her mind. Rainbow liked to call herself fearless, but the fact that she could _die _in this conflict scared her. It scared her a lot more than she was willing to admit. Her bunkmate Whirlwind, a pegasus whose special talent was creating tornadoes, was already fast asleep in the bunk underneath her, snoring like a lumberjack.

Rainbow groaned and put her pillow over her head in a vain attempt to drown out the sawing of logs assaulting her poor ears. She wondered how her friends were doing. Rarity was probably making everypony miserable with her constant complaining about the living conditions. Twilight was probably reciting every spellbook she had ever read to whoever was unfortunate enough to listen. Applejack had probably already tried to buck off her commanding officer's head in annoyance, if his reputation was anything to go by.

She chuckled quietly despite herself. Thinking about her friends always put a smile on her face. Her eyelids slowly became heavier and heavier as sweet, blissful sleep neared.

_WOOOWWOOOOOOOOOOWWWWOOOOOOOO OWWW_!

Half the pegasi in the pavilion fell out of their beds in shock as the alarm blared several times before the voice of Commander Swift Stroke spoke over the intercom. "**We have just received word that King Sombra's forces are attacking the Gryphon capital city of Griffhala. All pegasi are to report to the command office at once. This is not a drill. I repeat, **_**this is not a drill**_."

Rainbow Dash was the first out the door, coming to a stop right outside the command post, where Swift was waiting. "Excellent response time, Private Dash," he curtly congratulated. "Let's hope the others get a similar idea."

"Thank you, sir!" Rainbow barked.

It wasn't long before the other pegasi caught up and fell into ranks. "Alright, fillies and gentlecolts," Swift began, pacing in front of the assembled recruits. "Griffhala is under attack by several divisions of Obsidian pegasi. They were caught off guard and are in a tight spot. As you are all fresh recruits, I cannot send very many of you in good conscience. However, there are a few among you who have proven to be outstanding recruits in terms of speed, and/or power. Though most of the relief force will be comprised of the Royal Guard, I will select a small group of you to accompany me to the front."

The Pegasus Commander glanced at each pegasus as he said their names. "Rainbow Dash. Your speed is phenomenal, and you already possess some fighting skill, though not with a lance. You will come."

Rainbow Dash gulped, but nodded resolutely.

"Horse Power," Swift said to a hulking, heavily-muscled pegasus with a short, close-cropped blond mane and absurdly tiny wings. "You possess strength that rivals some of our strongest Earth pony warriors. You are coming too."

For once, the massive stallion refrained from bellowing his trademark "YYYEEEEEAAAHHH!" and simply settled for nodding.

"And Whirlwind. Your ability to create and control tornadoes largely by yourself will be an invaluable asset in distracting and disorientating the enemy. Just make sure it's only the enemy you distract and disorient."

Whirlwind, a dark grey pegasus with a long, black mane and a tornado Cutie Mark, saluted briskly. "I will not fail you, sir!" she stated.

"Alright, you three! Saddle up! Your armor and weapons are in the barracks! At 0300 hours, we move out!"

XXXXXX

All three bases had been alerted to Sombra's attack, but since only fliers could reach Griffhala, the unicorns and Earth ponies had to stay behind. As such, most of them had gone back to sleep. Not Twilight. She laid awake, silently praying to Mother Faust that Rainbow Dash would make it back.


	8. The Battle of Griffhala

**Chapter Eight: The Battle of Griffhala**

King Sombra watched with a cold, stern gaze as his soldiers repositioned the Crystal Heart in the center of the city where it had once been. However, this was not due to a change of heart on the black-hearted tyrant's part, for the Heart was protected by many spells and traps. Should someone step within ten feet of the Heart, an inescapable prison of black crystals would instantly form around the intruder, trapping him or her until Sombra himself arrived to dole out a swift punishment. Should anypony use magic to teleport the Heart away from its spot, Sombra's spell would immediately bring it back. And finally, with the accursed baby dragon in mind, Sombra had one last trick up his proverbial sleeve. Should someone still be able to get the Heart away from its pedestal, all those not tainted by Sombra's power would be electrocuted by enchanted cobblestone tiles encompassing a fifty-foot radius around the Heart's resting place.

Sombra's horn glowed as he activated the spells that would prevent the Heart from ever escaping his grasp again. However, the main reason for him bringing the Heart out here had yet to arrive, and Sombra was beginning to lose his patience.

Just when his patience was running thin, all those in the Crystal Empire felt a sudden chill, not just in their bodies but also in their very souls. What little stubborn light of hope remained in the Crystal Ponies' eyes vanished as they heard a distant, ghostly whinnying. Sombra laughed cruelly as his long-lost pets descended on the city from the sky.

They were large, spirit-like horses, their eyes glowing an icy-blue, their manes like the frost-bitten winds they commanded with their presence alone.

Windigos. _Hundreds _of them.

The spectral feeders of hatred gathered around the unicorn they called Master, whinnying in greeting as they began feeding on his hateful aura. Sombra smirked as he scratched one under its chin, his magic allowing him to touch the Windigo. "I can see the past millennium has been good to you, my wonderful pets," Sombra spoke fondly. "You have reproduced to a much higher number than even I anticipated. Which makes things all the more convenient for me."

Sombra motioned with his hoof towards the Crystal Heart. "Behold, my servants! The essence of love itself!"

The Windigos snorted in hatred at the enchanted stone. "I made a mistake in the past, not harnessing its power. But now is the time to twist this foul thing to my whims! Windigos! On my lead, focus your powers of strife on the Heart, and make it a beacon of hatred and despair! Then, its powers shall be mine to wield!"

Sombra's horn glowed with black magic powered by hatred, and the king of darkness fired at the Heart. The Heart's innate power held strong against Sombra's magic. Then, one by one, the gathered Windigos' eyes flashed brighter, feeding their essence into the Heart and bolstering Sombra's beam. The Crystal Heart shuddered, attempting to resist the corruption. But the combined might of Sombra and the Windigos, coupled with the fact that there was very little love and hope for it to draw strength from, was taking its toll on the artifact. Soon Sombra's aura began to surround it, _infect _it. The Heart changed from a pristine blue to a demonic red as the power of hate tainted it.

All eyes were on the scene transpiring before them, so nopony noticed a single Obsidian Guard discreetly slink away, desperate to escape the draining field of hate before it lost its current appearance. The Changeling scout did not stop running and revert to its true form until it had left the Empire far behind...

XXXXXX

Dozens of armored Gryphons did battle with the swarms of Obsidian pegasi assaulting their great city. The attack had caught them completely by surprise, and many proud Gryphon warriors had been cut down before they even knew what was happening. They were extremely fortunate that one of their scouts had managed to escape in time in order to inform the Equestrians. The civilians had all retreated into the depths of the mountain on which Griffhala stood to escape the raging battle. The doors to the main palace were sealed off, and guards were posted at every window to prevent any access.

Within the strategy room, an aged Gryphon wearing a golden crown was busy arming himself as his son, Prince Irontalon, watched him, his talons twitching in agitation. "I can't believe it," Irontalon growled angrily. "I can't believe Sombra has the _audacity _to assault Griffhala!"

As King Swiftwing removed his crown and strapped on an elegant battle helmet with an attached crown, the old Gryphon said, "Sombra knew that we intended to ride to Equestria's aid after what he did to Lionheart and Swiftwing. Our land is closer, and we were not even aware of his return until you arrived yesterday, my son. From what I gather, Sombra is a cunning and relentless strategist. If he is able to conquer our capital, and slay me, he will erase our entire kingdom's fighting spirit."

"And it is for that reason that I beg you to join the civilians within the depths of the mountain where it is safe, Father!" Irontalon pleaded. "Our nation needs its king alive!"

Swiftwing sighed. "Your concern is duly noted, my son. But the Gryphon Kingdom needs a strong ruler, not just in economy but in battle as well. And even if I were to fall, our people will turn to you."

Irontalon furiously shook his head. "I could never lead this kingdom as you have, Father!"

"No. I suppose not. I have a feeling you would do even better."

Irontalon was silent as his father smiled proudly at him. The prince could only nod his head in resignation. "Now come, Irontalon," Swiftwing bade, walking towards the door where a pair of guards stood at attention. One of them, a female, had a look of trepidation on her face. As the king passed, he took notice of the girl. "You there, what is your name?" he asked.

"Gilda, sir," the fresh recruit answered, swallowing her nervousness.

"Ah, the blacksmith's daughter," Swiftwing replied. "This is your first time in combat, yes?"

Gilda nodded her head. "I-I fell into some...uh, trouble 'bout a year back, and I figured joinin' the Guard'd be a good way to earn some money, sort out my life. I kinda miss Pops, though, and an old...friend of mine too."

Swiftwing smiled. "Follow me, child, and I promise you will live to see them again."

Gilda wanted to tell the king about how she doubted her old friend would want to see her again after what had happened during their last meeting, but all she did was let out an uncertain, "Yes, sire."

XXXXXX

The main palace's doors opened, a force of Gryphon warriors led by the king and prince themselves flying out and screeching their battle-cries. The Gryphons who were already fighting cheered for their king and redoubled their efforts. Obsidian pegasi broke off from several of their foes to engage the new arrivals. However, even with the king's reinforcements, their enemies had the advantage: their numbers were greater, they were hard to hit and even harder to damage. The Gryphons' weapons, claws, and beaks barely pierced the Obsidian Guards' rock-hard hides.

But that did not mean the Gryphons weren't going to try their damndest to fight the invaders. Gilda saw one pegasus bearing down on her and quickly banked right, the pegasus's razor-sharp feathers barely missing her chest. As the pegasus tried to turn, Gilda slammed onto his back and grabbed hold of his wings. Gilda tugged with all her might until she finally managed to rip off the pegasus's wings.

She was certain his scream of agony would haunt her dreams for weeks.

But she had little time to dwell on that. She watched the pegasus plummet towards earth for a moment before looking at the wings. She had already broken her lance trying to impale another pegasus and was currently weaponless. Without any other options, she plucked off the largest feather from one wing and let the rest drop, returning to the battle. Brandishing it as a blade, Gilda slowly exhaled, allowing her fears to subside, and dove at an Obsidian Guard that was closing in on another Gryphon from behind, plunging it between the startled pegasus's shoulder blades.

The pegasus let out a sharp gasp before she went limp and fell lifelessly below. The Gryphon she had just rescued looked at her with wonder. "Our best weapons haven't been able to penetrate their hides!" he marveled. "H-how did you do it?"

Gilda looked at the blood-spattered blade-feather. "I plucked this off another of them freaks's wing."

The soldier's eyes widened in understanding. "That's it! Their own weapons can harm them! Let us relay the message!"

The soldier took off, screaming, "Their feathers! Their feathers are strong enough to kill them! Everyone, go for their wings!"

A pegasus attempted to silence him, but the soldier saw it coming and slashed at the corrupted pony's face, disorienting him momentarily. The soldier then grabbed a wing, pried off a large feather, and slit the struggling pegasus's throat with it. Seeing this made Gilda almost vomit. Catching on, those that had seen this began altering their strategies as well, finally leveling the playing field a bit.

XXXXXX

Luna, due to Celestia's condition, had raised the sun in her sister's stead. As the morning light washed over the mountains, a battalion of Equestrian pegasi soared towards their destination, Commander Swift Stroke leading them. Their golden armor reflected the sunlight, like beacons of hope in a time of darkness. Rainbow Dash nervously kept pace with their formation, her anxiety growing as they approached their target.

Noticing that she was shaking, Rainbow took a deep breath and whispered, "I'm not afraid. I'm _not _afraid."

She wanted to believe it, but she knew deep down she was kidding herself. She was _terrified_. She bitterly wondered what Scootaloo would think of her so-called fearless hero, seeing her shaking in fear as she got closer to what was sure to be a tough battle. Thinking of home, Rainbow sighed. _Scootaloo_. Gods, she missed that little scamp. Rainbow regretted not spending more time with her Number One Fan.

That was when she was hit by a recent memory.

XXXXXX

_The Friendship Express was packed more than usual with dozens of ponies all answering Celestia's call to arms. As the Mane Six had approached the train, Applejack and Big Mac had bade a tearful goodbye to their family. Rarity gave Sweetie Belle a short speech about what she needed to know about being a strong, independent mare before she finally got aboard as well. Spike promised Twilight that he would take care of the library while she was away. Fluttershy had instructed Angel to take care of the other animals while she was gone. Pinkie did her best to make the Cake twins laugh one last time before she left._

_Rainbow Dash was the last to board, but just as she had been about to, somepony called her name. "Rainbow Dash!"_

_Rainbow turned around just in time to see little Scootaloo latch onto her leg and sob. "Please don't go, Rainbow Dash! I-I don't want you to get h-hurt!" she bawled._

_Rainbow sighed sadly. "I wish I could stay, Scoots, but the Princess needs me. Equestria needs me. And I can't be the most awesome pegasus in the world if I welch out, can I?"_

_Scootaloo looked up at her with those big, puppy-dog eyes. "No...I-I guess not."_

_"Hey, Scoots," Rainbow said softly, lifting up the filly's chin with her hoof. "You need to be strong, okay? Don't lose sleep worrying about me."_

_Scootaloo sniffed. "Promise me, Rainbow Dash!"_

_Rainbow blinked. "What?"_

_"Promise me you'll come back! Please!"_

_Rainbow stared down at her teary-eyed admirer with an uncertain expression. She had no idea what was going to happen in the coming months. But even so, Scootaloo needed reassurance. She needed to believe she would return home. Smiling, Rainbow made the unbreakable vow._

_"Cross my heart, hope to fly. Stick a cupcake in my eye."_

_Scootaloo giggled through her tears and hugged her idol. Rainbow returned the embrace, but she knew she couldn't stay much longer. She slowly withdrew from the filly's grasp. "I gotta go, Scoots."_

_Scootaloo sniffed again and nodded. Rainbow stepped onto the train, turning around and slowly waving her hoof. "Remember, Rainbow Dash!" Scootaloo yelled. "You made a promise!"_

_Rainbow smiled as the train whistled. "I'll see you later, Scoots! I promise!"_

_As the Express began moving down the station, Rainbow leaned out the window of her cabin and waved at Scootaloo. They didn't stop waving until they could no longer see each other._

XXXXXX

As she recalled the words she had exchanged with the rambunctious filly, it suddenly hit her.

_I made a promise_, she thought. _I made a promise that I'd come back. Scoots is depending on me. And I'm not gonna let her down_!

As the sight of Griffhala being surrounded by Gryphons and black demonic pegasi met their eyes, Rainbow's gaze steeled in resolution. _I WILL make it through this_!

Swift Stroke turned towards his soldiers. "Alright, fillies and gentlecolts! Our primary objective is to protect the Gryphon King and relieve the siege! Once we have confirmed King Swiftwing's survival, we tear these motherbuckers a choice new orifice! CHARGE! FOR PRINCESSES AND COUNTRY!"

"FOR EQUESTRIA!" the pegasi, including Rainbow, all cried in unison as they followed their leader towards the raging battle.

A streak of multi-colored light broke past the formation as Rainbow Dash brandished her lance. The pegasus she had targeted didn't even have time to blink before Rainbow thrust her lance at his chest at high speeds. The force was so great the spear managed to penetrate his hide deep enough to pierce his heart, killing him instantly. Unfortunately, her weapon became lodged in his body, and she had a difficult time prying it out. It worried her that she wasn't as bothered by killing this stallion as she had been the first time. Now free of the lance, the Guard's corpse dropped out of the sky.

Shouts of "The Equestrians! The Equestrians are here!" rose up amongst the Gryphons' ranks as they cheered for their saviors. The Obsidian Guard reacted to their new threat, however, numbers were now against them. Rainbow dodged a pegasi's wing slash and struck him in the face with her lance. The disoriented Obsidian pegasus weaved dizzily thoughout the air as Rainbow prepared to run him through.

A Gryphon beat her to it, goring the pegasus's neck with what looked like an Obsidian Guard's feather. The Gryphon looked ill for a moment, but immediately shrugged it off as she glanced knowingly at Rainbow, who gasped in shock as she recognized her childhood friend.

"_Gilda_?!"

Gilda flashed a sarcastic smile. "Glad to see you too, Dash."

"W-what're you doing here?!" Rainbow stammered.

"We can discuss this later!" Gilda urgently snapped. "There's somethin' else we need to do first, right?!"

Rainbow blinked as she remembered the battle around them. "Oh...right."

"Just stick close to me 'n we'll plow through these losers!"

The adrenaline rushing through Rainbow's body left no room for questions as the two old friends finally reunited in the heat of battle. Utilizing each other's strengths, they made the perfect team. Rainbow would distract a foe while Gilda would cut them down from behind. Neither bothered to notice the specks of their enemies' blood blemishing their armor and weapons as they took the fight to the Obsidian Guard.

An Obsidian pegasus with more ornate armor than his brethren suddenly flew down into Rainbow and Gilda's path. "Element of Loyalty!" Captain Dagger Wing of the Obsidian Guard snarled. "You will die!"

"Bring it, chump!" Gilda declared.

Dagger Wing sneered and flapped his wings.

To their shock, several feathers flew at them like knives. Rainbow's eyes widened in terror. She was going to die.

"NO!" Gilda suddenly cried, forcing Rainbow aside.

And she took every single hit.

Gilda gritted her teeth in pain and began falling. "GILDA!" Rainbow cried in horror.

The young Gryphon looked at her wounds as she fell. Four blade-feathers protruded from her armor, having been prevented from going deep enough to be fatal. Wincing, Gilda flew back up towards her friend before glaring at Dagger Wing. "Is that all you got, lame-o?!" Gilda snarled, pulling one of the feathers out of her wound. before tossing it to a confused Rainbow.

"Gilda, you bucking idiot!" Rainbow cried angrily. "Don't scare me like that!"

Gilda ignored her outrage and explained, "I don't know how, but their feathers can kill 'em! Hold onto that for all it's worth!"

Dagger Wing snarled and dove at the two of them, wings outstretched. Rainbow flew down while Gilda flew up, causing the captain to halt in confusion, momentarily unsure of who to pursue. This split-second of hesitation was all Rainbow needed to rocket back up and plunge the blade-feather into Dagger Wing's chest. The captain screamed in agony as Rainbow flew back out of his range on the off-chance the blow wasn't fatal.

The Obsidian captain vainly tried to pursue her, but death seized him quickly, and the lifeless body fell down, down, crashing against the mountainside and disappearing into the mists. By this time, victory was moments away, and the last few Obsidian Guard were being ganged up on by the Gryphons and pegasi and were quickly slain.

With the death of the last foe, silence reigned over the skies as the survivors assessed their casualties. Gilda winced as she slowly flew over to the main part of Griffhala's streets to rest. Rainbow followed her. "Gilda, you're hurt!" she yelped.

Gilda scoffed as she painfully yanked out the other dagger-like feathers. "I'll tough it out." She looked up at her old friend and smiled wanly. "It's nice to know ya still care, Dash."

"Well, why wouldn't I?" Rainbow asked, slightly confused.

"Well, after what happened when we last saw each other...I didn't think you wanted to see me again. Since you seemed so happy with your new friends..."

Rainbow sighed. "Yeah, that was pretty rotten of you...but I understood, Gilda. For such a long time, we only had each other, and you weren't used to sharing. You never stopped being my friend, Gilda."

Gilda sat down. "I was such a jerk. Bein' with the military and learnin' about teamwork 'n stuff made me realize that. I hope your friends can forgive me."

Rainbow smiled. "I know they will, Gilda."

And as reports and gratitude were shared by the soldiers above, two old friends caught up on lost time, the past forgotten in their happiness in seeing each other again.

XXXXXX

Twilight, Vinyl, Rarity, and Lyra sat at the table which had unofficially become their designated spot, as that was where they always gathered, quietly eating their lunch. Rarity and Twilight were too worried about Rainbow Dash's safety to really engage in any sort of conversation. Putting her hay and cheese sandwich down, the unicorn sighed. Today had been quite a stressful day so far. Though Twilight had easily mastered the spells she had read about the night before, most of the others hadn't, and this had prompted Commander Falling Skies to berate them on their lack of focus and force them to do ten laps around the base.

Twilight quietly groaned as she rubbed her sore legs with a hoof. So much was on her mind right now, she was starting to get a headache.

"Well, well, well. If it isn't Twilight Sparkle," came a sudden voice from behind Twilight.

Twilight's head shot up. No. It couldn't be. The gods of fortune were never this cruel. Twilight slowly turned her head and regarded the mare with a cold expression.

"Trixie," she sourly greeted.


	9. Against A Friend

**Chapter Nine: Against A Friend**

Indeed, there stood the pompous showmare, a smug look brimming with hate written all over her face. Likely due to military dress code, she was currently not wearing her hat and cape. She grinned cruelly at Twilight.

"Ugh, not _her_," Rarity glowered.

"I thought I'd seen the last of her when she got run outta Manehattan," Vinyl groaned.

Ignoring them, Trixie said, "Long time, no see, Sparkle."

"What do you want, Trixie?" Twilight demanded.

"Oh, nothing. Just loving the sweet, delicious irony of our newest meeting. I heard you were at the Crystal Empire when it reappeared in the frozen north. Supposedly you and your friends killed that blowhard King Sombra. And yet, here we find ourselves, recruited into the military, because you, Twilight Sparkle, the most magical unicorn that ever lived, _failed_. Sombra is far from dead, and ponies have died because of your failure! How does it feel, Twilight?"

Twilight was at a loss for words. "You know," Trixie boldly continued, "after that debacle with the Ursa Minor a year ago, I got shunned and laughed out of every town I went to! Nopony would watch my show, and I was bucking _broke_! No bits for food, with just my traveling stage as my home! But now it seems fortune has swung in my favor once again! The Great and Powerful Trixie shall wow the higher-ups with her new magical prowess and move on up the ranks faster than you can blink, while you remain at the bottom, wallowing in your guilt and self-pity! Trixie shall enjoy ordering you around!"

Twilight just stared at Trixie with a mixed look of anger and guilt. Rarity, Vinyl, and Lyra all immediately stood up and came to Twilight's defense, all of them glaring daggers at Trixie. "You inequine harlot!" Rarity hissed, getting in Trixie's face. "How dare you say such vile, untrue things!"

"Look, dude!" Vinyl added. "I don't care what kinda crap you've gone through in your life, but you do not, I repeat, _do not_, talk to one of my friends that way! You were kicked out of every town because we all learned you were a lying, self-centered, egomaniacal sack of horseapples! Your show wasn't worth payin' for!"

"Let me ask you something," Lyra said coldly. "Did you defeat the Mare in the Moon when she returned for her revenge? Did you best the legendary Discord himself?! Or the Changeling Queen?! And most importantly, did you slay an Elder Wyrm and save Princess Celestia's life?!"

Trixie's smug expression wavered ever so slightly. "Well, no..."

Twilight sighed and looked up at her friends. "Lyra, I didn't do _any _of that by myself. I always had my friends, or at least someone else to help me."

Trixie scoffed arrogantly. "See? She has to rely on others to do the hard work! Some great magician you are, Sparkle!"

"Do you even _understand _what teamwork means?!" Vinyl yelled angrily. "The whole point is that you work together to do stuff you can't do on your own!"

"She and I are Elements of Harmony," Rarity explained, her eyes narrowed. "Our strength comes from working together, compensating for our weaknesses, and bolstering our strengths. Something you wouldn't understand, because you are so hopelessly full of yourself that you'll never allow yourself to make any friends! Nothing about you is 'great' or 'powerful', so kindly do us a favor, and BUCK OFF! Pardon my language."

Trixie's confident smirk contorted into a look of seething hatred. "Trixie has no friends."

The showmare turned around and began walking off. "Trixie _needs _no friends."

Lyra watched her leave. "Looks like she didn't learn her lesson after all, huh?" she spoke to nopony in particular.

Twilight just looked downtrodden at the ground. "Ah, don't let her get to ya!" Vinyl said, patting her on the back reassuringly.

"She's not worth it, Twilight," Rarity said. "Now let's finish our lunch and put her behind us."

But Twilight knew this was not the last time she and Trixie were going to 'talk'.

XXXXXX

King Sombra, having just finished dealing with the more trivial matters of running his kingdom such as rationing for the slaves and soldiers, calmly walked towards a sealed-off area of the palace. It was a place only he could access, as it contained something that was for his use _only_. Deactivating the seals, the king stepped inside, magically shutting the door behind him. Sombra then trotted over to a raised pedestal of dark crystals on which a bowl of water stood.

The Mirror of Shadows.

Sombra created it himself as a way to see into the dreams of whoever he wished right under Princess Luna's nose. However, it also served another purpose should Sombra find a truly enticing target.

Sombra was the absolute master of dark magic. As such, those who used the same magic even once in their lives were open to a more..._personal _approach by the dark tyrant. With this mirror, he could seize the darkness within their heart and infect them with an overwhelming wave of his magic, and worse, his very mind.

And he knew exactly who to target.

The Element of Magic had used Sombra's magic to make it past one of his traps. In doing so, she had inadvertantly set up another trap for Sombra to exploit: an open corridor right into her mind. It was time to unleash his trap.

He doubted she would be strong enough to do nearly as much damage as Sombra would have liked, but the real purpose here was that her compatriots would be forced to defend themselves and would likely kill the rampaging Element wielder. Not only would it be a disheartening blow to Equestria's morale, but Celestia's as well. And the strongest Element would be out of his way.

Sombra's demonic horn glowed with dark magic as images began to flicker in the pool of water, the Mirror sifting through the passing dreams of others as it searched for its intended target. Finally Sombra felt a flicker of familiar darkness and immediately focused on it. Within seconds, the images became coherent, showing the town of Ponyville in flames. He could hear screams of terror and see flashes of intimidating silhouettes darting between the flames.

Sombra grinned maniacally. It was time.

XXXXXX

Twilight twisted and turned in her sleep, the sight and sounds of Ponyville burning ringing in her memory again and again. She softly cried as she slept, low enough so that nopony was woken up by it.

Save one.

Vinyl lay in the bunk underneath Twilight, slowly waking up as she heard a strange noise and felt the bunk bed shake continuously. It took her several moments to realize it was Twilight crying in her sleep. Her concern quickly overpowering her sleepiness, Vinyl quietly got out of her bunk and discreetly climbed a few steps up the ladder to Twilight's bunk.

"Yo, Twilight," Vinyl whispered softly. "You okay?"

Twilight didn't hear her, for her mind was currently processing a much more sinister voice heard only in her head.

"_Ha ha ha ha ha ha. Bearer of Magic, you made a mistake opening the Nightmare Door with my magic. By using it, you have opened your mind to me...as well as your soul. I thank you for your generosity, Twilight Sparkle. I shall use your body well_!"

"Twilight?" Vinyl whispered again, nudging her with a hoof.

Twilight's eyes snapped open, and in her shock, Vinyl let out a loud curse as she fell off the ladder and landed on her back. For Twilight's eyes had turned a venemous shade of green.

The former librarian's piercing scream abruptly cut everypony's sleep short, chilling Vinyl's soul. Something was wrong. _Very _wrong.

"What the buck's going on?!" a nearby unicorn swore groggily.

Vinyl saw Twilight grip the edge of her bedside, her teeth gritted in agony and tears escaping her tightly-shut eyes as her entire body was engulfed by a menacing, dark aura. "T-Twilight?!" Vinyl gasped.

Twilight opened her eyes and looked down at a confused and frightened Vinyl with the most terrified expression the DJ had ever seen. "V-Vinyl!" she screamed in agony, scared out of her wits. "H-H-HE-HE-_HEEEEEELLP MEEEE_!"

Not knowing what else to do, Vinyl whipped her head around and screamed, "SOMEPONY HELP! TWILIGHT'S IN TROUBLE!"

Vinyl then noticed all the other unicorns looking up in awe and terror. Vinyl turned back towards Twilight and saw the booksmart unicorn floating up into the air, as if suspended by the dark aura surrounding her. Twilight's head was whipping back and forth, and she was bawling in abject terror. Black lightning coursed through her body, causing Twilight to shriek in agonizing pain.

And then blood-red shafts of light blew out of Twilight's eyes and mouth, a wave of dark energy knocking nearby unicorns off their hooves. Vinyl watched in horror as Twilight's body twisted and contorted, her fur color darkening to a deep, dark blackish-purple and her horn sharply curving upward, turning from lavender to black with a blood-red tip. All eyes were on the transformed mare as the magic lowered her to her hooves. Twilight's head hung down, her hair obscuring her face.

Silence reigned in the barracks as everypony stared at Twilight as she breathed heavily, but otherwise did not move. Vinyl took a tentative step towards her. "...Twilight?"

Twilight's head shot up, causing Vinyl to jump back in fright. Everypony else gasped in fear.

Twilight's eyes were now glowing venom-green, with a purple haze trailing out of them. Her mouth was upturned into a cruel grin, revealing razor-sharp canines. A wave of fear washed over everypony present as Twilight chuckled darkly, her voice overlayered with a deeper, more masculine tone that oozed power and malevolence. "_**Ha ha ha ha ha ha! Behold, wretched Equestrians! Your precious Bearer of Magic is now my puppet! Tremble in fear! Mewl for your wretched princesses! I am Sombra, King of the Crystal Empire**_!"

Commander Falling Skies chose this moment to storm in, looking tired and angry. "What the buck's with all the noise?!" he yelled furiously.

He stopped cold when he saw Sombratic Twilight standing in the middle of the barracks, surrounded by the confused and very terrified unicorn recruits. Sombright slowly turned her head and smiled evilly at Falling. "_**I take it you are the commander of this spineless rabble**_?" she asked in a distorted voice.

Falling immediately knew that this was not Private Sparkle speaking to him. "I am," he confirmed, feeling slightly unnerved.

Sombright's savage grin would haunt Falling for the rest of his life. "_**Good. You die first**_."

Falling had barely any time to react as Sombright shot an intense blast of dark magic at him. The commander threw up a magic barrier just as Sombright's magic struck it. However, the force was so strong that the shield shattered on impact, the blow flinging Falling Skies far back into the wall, leaving a large dent. Falling slumped to the ground, unconscious. Some of the more cowardly unicorns attempted to flee, but with a casual flick of Sombright's horn, large black crystals tore out of the ground, blocking off all the exits. "_**Ah, none of that now**_," Sombright snickered. "_**I cannot properly enjoy your deaths otherwise**_."

"King Sombra!" Rarity yelled abruptly, keeping the fear out of her voice. "Release Twilight at once, you fiend!"

The possessed unicorn turned towards her former friend and sneered. "_**Ah yes**_," Sombright spoke. "_**Rarity, the Element of Generosity. What luscious beauty. You would have made a fine mistress in my bedchamber. Such a pity that I require your life ended**_."

Rarity glared at Sombright, disgusted. "As if I would lower myself to bedding with a low-life brute like you!"

Sombright grinned lavisciously. "_**I'll save you for last. Then we'll see I low I can bring you**_."

Before Rarity could voice her objections, shadow crystals surrounded her, trapping her in a makeshift cage. Rarity gasped in shock and horror. There was no way she could escape, as she hadn't mastered teleportation magic, and even then, it was likely Sombra's magic would keep her from escaping anyway. With that matter settled, the possessed mare turned her attention towards the other unicorns, her wicked grin widening. "_**So, how do you choose to die? Shall you throw yourselves against my might and perish in a one-sided battle, or shall I extinguish your lives one after the other as you cower in corners and hide under your beds**_?"

A few unicorns were torn between cowering and owning up to the fact that they had no choice but to fight or die. Sombright decided for them, crystals of darkness erupting from the ground and impaling several unlucky soldiers.

All Tartarus promptly broke loose.

Many unicorns threw spells at Sombright, but they were feeble and poorly-practiced, hardly fazing the possessed mare. Laughing madly, Sombright answered their weak attacks with powerful beams of energy, scoring direct hits nearly every time. Meanwhile, Vinyl Scratch and Lyra hid desperately behind one of the crystals, unsure of what to do.

"W-what do we do, Vinyl?!" Lyra whispered, shaking profusely. "That's o-our friend out t-there!"

Vinyl looked past the crystal at her new friend, possessed against her will by a mad king. "So this is King Sombra," she murmured, shuddering. "Maybe not the big guy himself, but...man, I haven't been this scared since..."

Vinyl realized she couldn't remember a time when she was as frightened as she was now. But she wasn't going to let that fear get a hold of her so easily. So, right under the rampaging tyrant's nose, Vinyl formulated a plan. It was at this moment that the unlikeliest pony imaginable came to their side and demanded, "So, you two have a plan?"

Vinyl and Lyra gaped in shock at Trixie as she hunkered down next to them. "You...?" Lyra stammered.

"I thought about what you said, and at first the Great and Powerful Trixie shrugged it off as just the ramblings of a bunch of idiots. But I have felt that..._thing's _power. You can feel it too. There's no way any of us could take King Sombra on our own, even if he is just focusing his power through a host."

Vinyl swallowed and nodded. "Okay, here's what we're gonna do. I'm going to get over to my dubstep equipment 'n set up shop. Dubstep's pretty rough on the ears first time around. When I hit the switch, our special guest'll get caught off-guard. When that happens, I want you to hit her with everything you got, Trixie, as long as it don't kill her! And Lyra, when that happens, I want you to teleport outta here and warn the princesses that King Sombra's hijacked Twilight's body!"

Trixie nodded her head. Lyra didn't look so sure. "B-but you need h-h-help," Lyra protested.

"And the best help we can get is the Princesses'. Hay, even Discord'll do! Just go when I tell you to!"

Lyra hesitantly nodded as she and Trixie watched Vinyl zig-zag past all the chaos back to her bunk, pull a large stereo set out from under her bed, and begin setting it up. Sombright was oblivious, reveling in all the mayhem she was causing as more and more unicorns were blasted aside like annoying flies, many of them moving no more after they came to a stop. Finally, when Vinyl was ready, she yelled at her possessed bunkmate. "Oh Your Royal Flankhole!"

Sombright turned towards her, her eyes ablaze with murderous intent. Vinyl smiled and pressed a button on her stereo. "Eat dupstep, you creep!"

Immediately the speakers throbbed and the air vibrated as a very loud, obnoxious mockery of music filled the air, momentarily halting all movement. Sombright grabbed her ears and snarled in anger, the evil king completely unprepared for modern music. "_**What musical abomination is this**_?!" she roared. "_**Graah! Can't...hear**_!"

Trixie took this as her cue and leapt out from her hiding place, firing a blast of energy point-blank at Sombright's chest, knocking the stunned mare back. Trixie didn't give her foe a chance to recover, sending volley after volley at Sombright, reveling in her ultimate revenge. She didn't care if it was Twilight or Sombra she hurt; either way, it was a win for her. Watching the fight unfold, Vinyl turned to Lyra and beseeched her, "GO!"

Lyra nodded, her horn flashing. A moment later, she was gone.

XXXXXX

Lyra reappeared right outside the main gate to the castle, the two guards reacting with shock and pointing their spears directly at her chest. Ignoring the deadly weapons, Lyra fell to her knees and sobbed. "P-please! I-I-I have t-to talk to P-Princess Celestia!"

"Princess Celestia is still in poor condition," one guard bluntly stated. "You will have to wait until she fully recovers."

"T-Then let me talk to Princess Luna! Discord! ANYPONY! Unicorns are dying right now!"

The two guards looked unsettled. "What do you mean?" the second one asked suspiciously.

"K-King Sombra! H-he's possessed T-T-Twilight Sparkle a-and he's t-trying to kill everypony!"

Both guards paled. "What did you say?" the first one demanded in shock.

XXXXXX

Princess Luna sighed tiredly. She hadn't gotten much sleep since the dragon attack, since she was so worried over her sister. Discord was often at Celestia's side too, trying to cheer her up in his own demented way. But over the last couple of hours, she had begun to feel that something was very wrong. But the perplexing question was: what?

The answer immediately made itself known as a mint-green unicorn and two guards hurried into the throne room. They all gave curt bows as the co-monarch straightened up. "Your Majesty!" one guard gasped for breath. "This mare brings dire news!"

"What is it?" Luna questioned.

"K-King Sombra's possessed Twilight Sparkle, Your Majesty!" Lyra desperately exclaimed. "Y-you have to help!"

Luna's face nearly became as white as her sister's. "_What_?"

Discord suddenly popped into the room in a flash of light, a rare serious look on his face. "Lulu, I'll deal with it!"

Luna blinked. "Discord?" she asked, shock evident on her face.

"It's about time I actually put some effort into 'doing the right thing' as Tia always drones on about. Besides, I owe a favor to the little bookworm for helping me out with the Sky Emperor."

Before Luna could say anything else, Discord was gone.

XXXXXX

The spirit of disharmony appeared to a scene of such chaos he took a split second to marvel before getting down to business. Sombright had Trixie and Vinyl Scratch caught in her magical grip, ready to strangle the life out of both of them. The possessed mare laughed victoriously. "_**Pathetic fools! You're all even weaker than I anticipated! It's time I ended this game**_!"

"I agree," Discord interrupted, causing Sombright to whirl around in surprise.

Sombright grinned. "_**Ah. Discord. At last we meet. I have always looked forward to testing my strength against you**_."

Discord smirked and snapped his fingers. Sombright then realized that her horn had vanished from her forehead, causing Vinyl and Trixie to drop to the ground, free of Sombright's restraints. "Not today," the spirit declared smugly.

"_**What**_?!" the possessed mare roared.

Discord got right into Sombright's face. "Playtime's over, King Sombrero."

The spirit then tapped Sombright on the forehead. Sombra then immediately felt himself losing control of Twilight. "_**What?! NO! NOOOOO**_!" he bellowed in fury, vainly trying to reestablish dominance.

A bright light erupted from Twilight's body and engulfed the barracks, blinding everypony sans Discord. When it subsided, Twilight Sparkle lay on the ground, curled up in the fetal position as she cried uncontrollably. Looking around, Discord snapped his fingers again, removing all the crystals from existence. The bodies that had been impaled crumpled lifelessly to the ground, making Discord wince uncomfortably.

Rarity, Vinyl, and Lyra all rushed over to Twilight's side and began consoling her, but all she did was stare straight ahead at nothingness and silently cry.


	10. Shattered Innocence

**Chapter Ten: Shattered Innocence**

King Sombra stumbled back away from the Mirror, growling in anger and disoriented. "Grr! Discord!" he roared. "That infuriating mismatched dullard!"

Sombra shook his head and stormed out of the Mirror's chamber, passing by a number of frightened maids. He paid no heed to them as he briskly trotted over to the main balcony overlooking the Imperial city. Using his magic to amplify his voice, the evil king made his declaration.

"**Guards! Take two thousand slaves and bring them to the dungeons for immediate conversion! And make those that remain pick up the slack! I will not tolerate any delays in mining production**!"

Without another word, Sombra turned away from the balcony and disappeared from view. Screams and pleas for mercy rose up amongst the Crystal Ponies as Obsidian Guards removed their restraints and dragged them off towards the palace. Sombra was about to retire to his personal chambers to relieve his stress on his pipe organ when the Obsidian Commander blocked his path.

"What is it, Commander Death Dealer?" Sombra snapped impatiently at the unicorn.

"Our scouts reported having made contact with a Diamond Dog pack of considerable size not far from the Empire's borders. They have expressed interest in allying with us if we provide an ample supply of crystals for them."

Sombra raised an intrigued eyebrow. "Diamond Dogs, you say?"

"Their leader is waiting for you outside the throne room, Your Majesty. He wishes to discuss the terms of our potential alliance."

Sombra smirked and headed off. "I shall be there presently."

XXXXXX

Three large Diamond Dogs stood silently outside the door that led to the throne room, closely watched by a squad of Obsidian Guards. The one in the middle was beginning to snarl impatiently as the minutes ticked by. Finally the large doors slowly swung open, revealing Amethyst Twinkle on the other side, her head lowered in constant sadness. "His Majesty, King Sombra, will see you now," she spoke in a dull, near-lifeless tone.

The Diamond Dogs gruffly walked past her towards the throne, where King Sombra had just made himself comfortable. The demonic unicorn stared down at his visitors as the lead one bowed respectfully. Sombra scrutinized this ape-hound in particular. He was a fine specimen. His fur was white with black splotches all over his body. He wore a black leather vest. A necklace decorated with bones and teeth hung around his neck. He wore a crude belt that proudly displayed a bleached-white pony skull dangling off a leather string. The Diamond Dog was also covered with scars, one of which went over his left eye, which was obscured by an eyepatch. His head roughly resembled an Alaskan malamute. It was obvious this beast was not afraid of a fight and had years of battlefield experience under his belt.

Just what Sombra needed.

"Greetings to you, King Sombra of the Crystal Empire," the Diamond Dog spoke in perfect Equestrian, though with a thick Horsewegian accent. "I am Bjoräl, clan leader of the Rültvek tribe of Diamond Dogs. We come seeking an alliance with your prosperous kingdom."

"In exchange for a share of the crystals my slaves produce, correct?" Sombra asked.

Bjoräl let loose a guttural grunting Sombra interpreted as laughter. "You get straight to the point. I respect that. Yes, we desire your crystals. But that is not the main reason I have come to you."

Sombra raised a half-curious eyebrow, granting Bjoräl permission to continue.

"I come because I wish for aid in conquering a rival tribe of ours that resides in Equestria. We wish to seize control of their mines. We cannot do it as we are now because the Equestrian princess forbade us to enter her country with the intention of conquest, even towards our own kind. And we both know that Celestia is not a foe to be trifled with."

The dark king's expression was unreadable. "Your terms are acceptable, as long as you aid with the main invasion of Equestria. I will deal with the Princesses. Celestia is currently bedridden and her sister is not as capable a leader as she. Luna is gullible and normally looks to Celestia for guidance."

Bjoräl nodded. "My tribeshounds are excellent warriors. We have slain ponies before, when a group of them attempted to lay claim to our territory. We will follow your orders so long as they are not suicidal for us."

Sombra smirked. "As you wish."

XXXXXX

Applejack was a nervous wreck, a far cry from the strong-willed, hardworking pony everypony knew so well. The stress of the last few weeks was not treating her well. After all, she had watched a pony she knew die right before her eyes, and listened to the anguished cries of her devastated child. She had had to leave Granny Smith and Applebloom behind, just when they needed her and Big Mac the most. The look on her little sister's face had been so heartbreaking. She knew very well that Applejack and Big Mac might never return. Granny Smith was already a very old mare, and she would be the only thing Applebloom would have left. After Granny finally passed, where would she go? Another family member would probably take her in, but Applebloom was not as close to any of them as she was to her immediate family.

The farmpony sighed as she lay in her bunk at the Earth Pony camp, listening to her bunkmate Octavia snore softly above her. Applejack had gotten to know the cellist somewhat, but she was a very refined pony who was having some trouble adjusting to the fact that she was being recruited into a war, and was being taught various ways on how to drive a lance through another living being. Applejack had dealt with these kinds of upper crust ponies before, but Octavia was down to earth enough for Applejack to connect with her without there being a sense of awkwardness between them. Applejack had been nudging her along, giving her a few tips on how to deal with the drastic change in lifestyle.

But Applejack had her own problems that were undoubtedly more severe than the musician's. Octavia hadn't seen somepony die in front of her. Octavia didn't take another pony's life, even though they were just a hollow shell of the pony they had once been. Nor had she seen her hometown burn around her. Or leave behind a doting family that depended on her every day, and know very well she might not live long enough to see them again.

And then, of course, there were the events of the past week. She had heard about the attack on Griffhala, and that the battle had been won. What she didn't know was whether or not Rainbow Dash had gone with the relief force, and if so, if she had survived. She also had not completely recovered emotionally from the Elder Wyrm's attack that had crippled Princess Celestia. That had been the most terrifying experience of her life.

But the worst thing was what she had heard about this morning. That during the night, King Sombra had had the audacity, the _nerve_, to possess one of her best friends and turn her against her companions. At least a dozen unicorns had been killed in the attack, many more injured. Applejack couldn't even begin to imagine how Twilight was feeling right now. Applejack never thought she'd hear herself think this, but thank Celestia for Discord.

But that left an unsettled feeling in the pit of her stomach. She was sure this was shared by everypony around her. What if Sombra could do the same to any of them? Applejack didn't even want to think about it. Having her mind, body, and soul utterly _violated _by that unholy abomination that wore the guise of a unicorn...

Applejack sighed wearily as she closed her eyes, allowing sleep to overcome her, and with it, horrid nightmares of fire and brimstone, faces of the dead and dying, and the cruel laughter of a mad tyrant obsessed with power.

XXXXXX

Applejack slowly awoke the next morning, feeling groggy and emotionally exhausted. For a few seconds, she blearily pondered why the revelrie wasn't blaring over the loudspeakers before she realized what day it was.

Sunday. The day when all the soldiers at the three bases could mingle and take the day off in Canterlot.

Applejack blinked away her residual sleep as she took in her surroundings. Most of the other Earth ponies had already gotten up and left, though a few others were still sleeping soundly in their bunks or just relaxing by themselves. The farmpony grumbled incoherently to herself as she reached for where she always kept her hat...

...only to realize, once again, that she had had to leave it with her family, as the base had a strict dress code banning hats, jewelry, and various other regalia.

"Consarn it all," Applejack mumbled in displeasure.

"Ah, you've awoken, I see," came a voice from above.

Applejack looked up to see Octavia looking down at her from the top bunk, polishing her violin. Applejack inclined her head. "Mornin', Octavia," she greeted.

"Actually, it's half past noon," Octavia corrected.

Applejack blinked in surprise. "Why didn't ya wake me?"

Octavia closed her eyes and put down her violin. "Applejack...for a good deal of the night, you were tossing and turning. It eventually stirred me from my sleep, and I distinctly heard you whimpering in yours."

Applejack frantically shook her head. "Ya must've been hearin' things. Ah don't cry in my sleep."

"I didn't say you were crying. I heard only whimpering. The point I'm trying to make is, it took nearly two hours for you to calm down. I woke up at ten this morning, but I thought you needed your rest, so I left you alone."

"Well...thanks, Ah suppose."

Octavia sighed. "I know about what happened in Ponyville, about the things you saw. I don't pretend to comprehend what you've gone through, but..."

"Octavia...Ah know you're tryin' to help 'n all, but...this...this is somethin' Ah gotta deal with mahself. Ah had to watch one'a the most dedicated mothers Ah ever met die right in front of her young filly. Ah'll never forget her cries. Ah just...Ah need to move on, my way. Ah appreciate the thought though, Octavia."

Octavia slowly nodded in understanding. "If that's what you want, I'll not pry further."

Applejack then started walking off. "'Sides, Ah have a friend who's even worse off than me. Today's the day Ah can see her."

Octavia promptly climbed down from her bunk and trotted up alongside the farmer. "If you're heading to the Unicorn base, I can accompany you. I'm meeting some friends down there anyways."

Applejack nodded. "Fair enough."

The two mares walked towards the Unicorn base, occasionally trading small talk about their hometowns. It was about thirty minutes before they reached the entrance to the Unicorn base, where a pair of armored soldiers stood guard. They gave Applejack and Octavia curt nods as they passed. The two mares wandered aimlessly throughout the compound, searching for any familiar faces.

"Applejack!"

Applejack turned to see Rarity, Vinyl Scratch, and Lyra trotting up to her. "Applejack, it's good to see you're well!" Rarity exclaimed, hugging her friend.

"Good to see ya too, Rare," Applejack greeted.

Meanwhile, Vinyl and Lyra trotted up to Octavia. "Hey, Tavvy, how ya doin'?" Vinyl asked, hugging her friend.

"Still getting used to the idea of warfare, I'm sorry to say," Octavia replied. "But Applejack here has been helping me through it."

"How's Twilight?" Applejack asked Rarity.

"I don't know," Rarity answered sadly. "After the...incident, she was taken to the hospital to recover. Her injuries weren't too serious, but she was just so emotionally distraught when they took her away. We were actually going to see her shortly, so you're both welcome to come."

"Hey, girls!" came a familiar voice from behind.

Applejack and Rarity both whipped their heads around to see Rainbow Dash touching down, still wearing her pegasus armor. She was instantly knocked over by an exuberant Applejack and Rarity as they hugged her tightly.

"Rainbow Dash! Ah thought Ah'd never see ya again!"

"I'm so glad you're safe, Rainbow Dash!"

Rainbow chuckled with embarrassment. "Well, why wouldn't I be? This is Rainbow Dash we're talkin' about here! You know, the most awesome pegasus in all of Equestria?!"

The two friends released her. "Good to know ya haven't changed, Dash," Applejack said.

Rainbow looked around. "Hey, where's Twilight?"

The smiles immediately left Rarity and Applejack's faces as they looked morosely at the ground. "Oh...so you haven't heard," Rarity mumbled.

Rainbow immediately knew something was wrong. "Girls...what happened? Is Twilight alright?!"

"Last night," Applejack hesitantly began. "Twilight was...possessed by King Sombra. He forced her to attack her fellow unicorns...at least a dozen died. If it hadn't been for Discord, they might'a been forced t-to...kill her."

Rainbow gripped Applejack by the shoulders. "Applejack! _Is Twilight okay_?!" she pressed.

"Discord managed to drive Sombra out of Twilight's mind," Rarity explained. "But the whole ordeal is bound to have left some emotional scars. We were actually just about to go see her at the hospital. Now that you're here, Rainbow Dash, you can join us."

Rainbow looked to Vinyl, Lyra, and Octavia, who had been quietly observing the conversation. "You guys too?"

Vinyl nodded. "Twilight's my bunkmate. I was the first one to see King Sombra take over her body."

The DJ shuddered. "I'll never get her screams outta my mind."

"Do Fluttershy and Pinkie Pie know about this?" Rainbow asked.

"They're staying in the castle," Rarity answered. "I think it's safe to say somepony informed them."

Rainbow nodded. "Let's go, then."

The six ponies then began an hour-long trek up the mountain path to Canterlot, saying little during the journey.

XXXXXX

They traveled through the considerably less-packed streets towards the local hospital, eventually reaching the building as late afternoon rolled around. Applejack led the way in, walking up to the front desk, which was manned by none other than Nurse Redheart. Applejack did a double-take. "Nurse Redheart?! What're ya doin' here?!"

Redheart raised an eyebrow. "Doing my job, Ms. Applejack. I'm a healer, not a soldier."

"Well...nevermind that. We're here to see Twilight."

Redheart's face fell. "Ah yes...Ms. Sparkle. She hasn't spoken or eaten since the ordeal. Poor dear. I can't imagine what it must have been like to have such an evil menace invading her mind and commandeering her body. Ms. Fluttershy and Ms. Pie are already here. I'll take you to them."

Applejack nodded. "Thanks, Nurse."

Redheart said nothing as she led them down a corridor to Twilight's room. Once she led them to the door, she trotted off to return to her duties. Applejack tentatively opened the door. "Twilight?" she said.

Applejack suddenly was engulfed by a large mass of pink. "Applejack! I'm so so so so happy to see you again!" Pinkie Pie cried. "I thought I'd never get to see you again and I was all sad and then Twilight got hurt and I was even more sad but now you're here and everypony's back together and I'm so happy to see you all safe!"

Applejack patted Pinkie on the back. "I'm glad to see yer alright too, Pinkie."

Pinkie then let go of Applejack and latched onto Rarity, spouting off her relief at seeing her too fast to be coherent. She then moved on to Rainbow Dash, who was too happy at seeing her friends again to protest the invasion of her personal space. Fluttershy then timidly walked over and joined the Mane Five in a group hug while Vinyl, Octavia, and Lyra stood off to the side, allowing the closer circle of friends to enjoy their time together.

Soon they broke apart to attend to the last remaining member of the Six, who lay unmoving in her bed, staring ahead into nothingness. Twilight had a number of bandages covering her body, and she looked haggard and exhausted. "Hey, Twilight," Applejack said, smiling softly. "How're ya feelin'?"

Twilight gave no indication that she had heard Applejack. "She's done nothing but stare like that since we got here," Fluttershy quietly explained. "I wish she would say something, but I don't want to push her..."

"It's alright, Fluttershy," Rarity said, putting a hoof on her friend's shoulder. "We understand."

"Twilight," Rainbow spoke, leaning by the traumatized unicorn's bedside. "Twilight, it's us. Your friends!"

Rainbow gently nudged Twilight's shoulder, which seemed to snap her out of her trance-like state. She looked up at the cyan pegasus and slowly blinked. "Rainbow Dash? You're alive?" she whispered.

Rainbow nodded. "I just got back. When I heard about what happened, I came as fast as I could. Look, Twi. We're all here."

Rainbow gestured towards the rest of the Mane Six, who, along with Vinyl, all drew closer to Twilight's bed, warm smiles on their faces. Twilight looked at them all and smiled softly. "Girls...I'm so happy to see you all again."

The lavender unicorn shuddered. "I can...I can still hear his laughter...I felt his hate...I could feel his _pleasure _when h-he forced m-me to..."

Twilight couldn't bring herself to finish as she covered her face with her hooves and sobbed. "I-I k-k-killed innocent p-ponies because of h-him!" she cried. "T-their families w-w-will remember m-me as a-a-a murderer!"

"Nopony blames you, Twi," Vinyl said. "You weren't in control."

"And you can be damn well sure we won't let him do it again!" Rainbow vowed.

"We'll stand by you through whatever comes our way," Rarity added.

Twilight managed to calm down some. "Thanks, girls."

Her expression suddenly went cold, stunning everypony present. "I won't let Sombra get away with this. He turned my brother and sister-in-law into statues, burned my home to the ground, nearly killed Princess Celestia, and then took over my body and used me against my own friends! I swear I'll make him pay for everypony he's hurt! He'll regret ever starting this war!"

There was a moment of silence until Applejack spoke. "Ah'm with ya, sugarcube. I wanna get the chance to buck his head in."

"If I ever see that good-for-nothing sleazeball, I'll put a lance right between those freaky eyes of his!" Rainbow vowed.

"I may be a civil, sophisticated pony," Rarity added, a fiery glint in her eye, "but I have every intention of inflicting _grievous _harm to that wretched king's body for threatening mine when I see him."

"I won't let that mean meanypants hurt you again, Twilight!" Pinkie promised. "Cross my heart and hope to fly, stick a cupcake in my eye!"

Fluttershy whimpered. "I-I don't know how I can h-help you...but I-I-I'll stay by your side no matter what."

"I may not've known you for very long," Vinyl finished, "but I don't leave any of my friends hangin'. I'm stickin' with you 'til the end, even if Sombra himself shows up!"

Octavia and Lyra hung back, saying nothing. But it was obvious they shared the same sentiment. Twilight looked at each of her friends, genuinely smiling for the first time in days. She knew in her heart that they spoke the truth. She had the power of friendship on her side.

And that was something King Sombra could never take from her.


	11. The Board Is Set

**Chapter Eleven: The Board Is Set**

To the immediate east of Equestria lay a mountain range separating the fertile lands of ponykind from a vast, barren desert known as the Badlands. It was here that a peculiar race had taken up residence in a secluded cave hidden by the craggy peaks and sparse shrubbery. They were a grotesque combination between pony and insect, with black, chitinous carapaces, holes in their legs, and large green bug eyes. To all the civilizations of Equestria, they were the Changelings, hostile and dangerous feeders of love.

The caverns were now home to the Changeling hive of Queen Chrysalis. The walls and ceiling were covered in glowing green bio-matter, with numerous egg sacs containing Changeling fetuses lining the walls. Those of the hive that had survived the wave of love that had driven them clean out of Equestria had gathered here to rebuild the colony. As it was, Chrysalis knew it would be a while before her colony reached a productive size again.

The Changeling Queen brooded on her throne in the largest chamber, considering the latest developments of the surrounding world. Her scouts had discovered the presence of the Crystal Empire shortly after the Equestrians had. Naturally, Chrysalis had been curious and had sent a scout to see if the place had a good supply of love that could feed her people. Her mental link had allowed her to see and hear what the scout had.

The place had, at first, been utterly dull, the civilians apathetic and emotionally empty. Then those blasted ponies who had attempted to thwart her takeover of Canterlot showed up, and she learned about a most tantalizing target.

The Crystal Heart.

It was the essence of love itself. Such an object could feed her subjects indefinitely, and Chrysalis had ordered the drone to steal it and bring it back to the hive.

All her plans went up in smoke when King Sombra retook the throne of the Empire. Though she was more than happy that the mad tyrant had eliminated Shining Armor and Princess Cadance, he had made slaves of his people, robbing them of sweet, delicious love. To make matters worse, Sombra had corrupted the Heart into representing hate instead of love. Chrysalis couldn't stand being thwarted before she could even form a coherent plan. Luckily, though, it seemed that Sombra was still unaware that the Changelings had infiltrated his city. But she knew that the hate aura would sap her drones' strength quickly, weakening their magic and robbing them of their ability to shapeshift. But she was not ready to admit defeat quite yet.

There would be no point in bringing the Heart to the hive in the state it was currently in. However, perhaps there was a way to fix that. If they could steal the Heart and leave it somewhere the Equestrians would easily find it, they would likely find a way to restore the Heart to its former glory. When that was done, then she and her soldiers would swoop in, seize the Heart, and retreat back to the hive. By the time the Equestrians found the hive, Chrysalis and her children would be strong enough to fend them off.

Yes, this plan had its share of risks. Chrysalis was not stupid enough to pretend otherwise. But she would be damned if she were to let such a golden opportunity pass her by. Mentally, she commanded a trio of larger drones to her chamber. The three Changeling soldiers soon arrived in the Queen's chamber, their wings buzzing as they flew up to their mother and awaited her orders.

Chrysalis looked down at them. _Go to the Crystal Empire_, she spoke telepathically. _Seize the Crystal Heart, and make sure the Equestrians find it. However, do not let it out of your sight. Once it is restored, we shall claim it for our own_.

The Changelings chittered in response. _Understood, Mother_, they all telepathically replied.

Chrysalis watched as they left the chamber to fulfill their quest, leaving her to contemplate her situation. It was precarious, at best. If Sombra discovered the Changelings attempting to steal the Heart, he would likely hunt down the hive to exact retribution. If the Equestrians caught on to the Changelings' plan, the Princesses would make good on their threat to eradicate every Changeling they found. Despite the unflattering opinions of virtually everypony out there, Chrysalis was very dedicated to her children and feared for them just as any other mother would. If everything went wrong, though, Chrysalis had no idea what she would do.

And that scared her more than an angry sun goddess ever could.

XXXXXX

_Two days later_...

After Nurse Redheart had given Twilight a clean bill of health, the lavender unicorn returned to the base with renewed vigor. She knew what had to be done, and she was prepared to do it. By this time, Falling Skies had also returned to duty, and was just as strict and foul-tempered as before. This morning, she and the other unicorns had all perfected basic offensive spells such as fireballs, thunderbolts, and low-level healing magic.

Twilight soon found that Trixie was hellbent on upstaging her at every opportunity. She too was a quick learner, and she did not hesitate to show it. That, in itself, didn't bother Twilight. What _did_, though, was that she showed absolutely no humility and tried to impress the commander at every turn. And then there was that smug grin Trixie always flashed at her whenever Falling commented on her growing skill.

But the most disconcerting thing was the way Falling looked at Twilight every time he took note of her progress. His was a cautious, but still steely and cold glare that made her heart sink a little as she realized its meaning.

_He doesn't trust me_, she thought. _He thinks I'm still a threat_.

The thought made her bitter, because she knew that Trixie would easily gain more footing with him and get promoted. Twilight didn't care about the promotion itself; in fact the very idea of being an officer in the army left an unsettled feeling in the pit of her stomach. But Trixie would waste no time in rubbing it in Twilight's face.

But she couldn't see a way out of this. Now that Falling Skies was wary of her, it was unlikely he would consider her for any kind of promotion. The more she practiced, and the stronger she became, his wariness would only increase, and she would be no closer to getting a hoof up over Trixie. In short, there was no solution. Trixie would win, and there was nothing Twilight could do about it. Resigned to her doom, Twilight just put it all out of her mind and focused on reducing the target dummy in front of her into ash with a well-placed fireball.

XXXXXX

Twilight glumly trotted down the lunch line alongside her friends, paying little attention to Vinyl and Rarity's conversation about fashions. They had not yet taken notice of her unusual silence, which was good, as Twilight wasn't really in a good mood to talk anyway. However, her relief did not last, for as they were approaching their table, Rarity asked, "Is something the matter, Twilight? You've been awfully quiet since practice, darling."

Twilight sighed as she sat down. "It's nothing, girls. I'm fine."

Rarity frowned. "I'm sorry to say this, but you're as bad a liar as Applejack. We're your friends. You can tell us anything."

Twilight looked down at the floor. "It's just...it's just Trixie, that's all."

Everypony frowned a little at the arrogant showmare's name, but let Twilight continue. "She's doing everything in her power to impress Commander Falling Skies so he'll promote her. I don't care about the promotion itself, I just don't like the idea of being ordered around by her."

Twilight lowered her voice to a whisper. "I know it seems...like I'm just paranoid, but...part of me is scared that she'll purposely order me, or possibly all of us, into a dangerous situation hoping we get killed."

The thought of that unsettled all of them, even Vinyl. "Well, why don't ya try to do the same with the commander?" Vinyl suggested.

Twilight sighed sadly. "That's the problem. Ever since the..._incident_, he's been wary of me. I can see it in his eyes when he looks at me. To him, I could still be a threat. At any moment, King Sombra could possess me again and send me off on another rampage. He'll never trust me to be anything of significance in the army."

She gritted her teeth in anger and squeezed her eyes shut, as if her very thoughts caused her pain. "Trixie was right."

"About what? The fact that I am moving up and you aren't?"

The four of them glared at Trixie, who had a rolled-up scroll floating over her head, enveloped by her magic. Her mouth was curved upward into a smirk of such smug arrogance that even Rarity had to resist the urge to slap it off her face. "What do you want now, Trixie?" Rarity growled.

"To allow you all to witness the Great and Powerful Trixie's latest victory!" Trixie boasted. "Behold!"

The showmare slapped the wrapped piece of parchment on their table and opened it towards Twilight so she could read it. "I, Commander Falling Skies of the Unicorn Guard," Twilight read, her dread growing, "hereby grant the bearer of this scroll, Trixie Lulamoon, the rank of lieutenant."

Rarity, Vinyl, and Lyra's jaws all dropped in unison. Sneering triumphantly, Trixie seized the scroll with her magic and whisked it out of Twilight's view. Twilight was too stunned to do anything but stare up at Trixie, who chuckled cruelly as she turned to leave. "'Til next time, _Private _Sparkle," she crowed before trotting off.

The four of them watched her go. Vinyl spoke first. "I _really _hate that mare. What a flankhole."

Twilight slammed her hoof on the table. "UGH! It's not fair!" she groaned. "I was afraid this would happen!"

"Try not to dwell on it, Twilight," Rarity suggested. "It'll only add fuel to the fire."

Twilight irritably rubbed her temples. For a short moment, she wasn't sure whether she hated King Sombra or Trixie more. Then again, Trixie didn't invade her mind and use her body like a puppet. She was just a petty bully; Sombra was a power-mad tyrant. But the showmare still ground Twilight's gears in a way nopony else did. She knew Rarity was right, though. Trixie wanted her to get upset and do something rash so she could publicly humiliate her, and she wasn't about to give Trixie the satisfaction.

Twilight's last thought before the end-of-lunch bell rang was how long she could keep that up.

XXXXXX

Sitting atop a cloud made of cotton candy, Discord silently observed the bases at the foot of the mountain onto which the nearly-barren city of Canterlot clung like a parasite. The spirit of chaos idly sipped on a glass of chocolate milk (actually drinking the milk this time, as he wasn't in the mood for drinking glass and turning the milk into makeshift grenades) and sighed to himself.

_All this war business_, he thought to himself. _They always make it sound like a nonstop thrill ride full of swashbuckling merriment and heroic deeds. They never seemed to mention the boring drills. All those drills, those schedules...all that ORDER...I should really make it a point to reform the military structure_.

Discord allowed himself a small chuckle. _Assuming Celestia even allows it. Or Luna, under the circumstances_...

The thought of Celestia lying in that bed in the hospital wing of the castle immediately removed the smile from his face. He remembered walking into the room not long after his battle with the Sky Emperor. She had looked so weak, so _vulnerable_, and she had been in an extraordinary amount of pain. He knew that he and Celestia were still not on the best of terms, but he couldn't stand hearing her soft moans as the nurses had set to work on healing her injuries. In a small act of mercy, he had cast a little spell that dulled her pain.

Discord shook his head and downed the last of his drink, letting the glass blink out of existence. _Ah, where's the fun in dwelling on all that nonsense_?

The draconequus's ears pricked as he heard a light commotion below in the city. Idly glancing downward, he saw a rather elderly, well-dressed stallion arguing vehemently with a younger mare dressed in the attire of the Lunar Guard. Not unusual; the Lunar Guard were mostly off during the daytime, for obvious reasons. But why this one wasn't asleep was a mystery to Discord. From what little he bothered to listen to, the older gentlecolt was spouting a bunch of horseapples about how he had had high hopes for the mare, apparently his daughter, as an influential socialite in the Canterlot hierarchy, and was disgusted that she chose the life of a 'common' soldier in the service of Princess Luna.

Ah, so it seemed some of the Canterlot snobs still hadn't warmed up to the Moon Princess. Not that Discord really cared. However, the spirit of disharmony felt up for a bit of mischief. With his trademark snaggletooth grin, Discord snapped his fingers as a cotton candy cloud appeared right above the bickering father and daughter's heads. They were so engrossed in their argument that they didn't notice its presence until it unleashed a torrential downpour of chocolate milk upon them. Drenched in the chocolatey beverage, the father swore loudly and tried to get out of the way.

But Discord wasn't having any of that. The cloud obstinately followed after the father, endlessly pouring its contents all over his body and clothes. The stallion vehemently cursed Discord's name as he retreated to the safety of his home. The mare looked up at the sound of Discord's hysterical laughter high above the city and shot him a scathing look.

Said look soon morphed into a similar expression of amusement as she chuckled despite herself. The draconequus had definitely made an admittedly unimportant, easily-forgotten enemy, but he just might have made an ally at the same time. He didn't really bother pondering this event, as he was too busy laughing his head off.

"We saw that, you know."

Discord wiped a tear from his eye as his chuckles dimmed. "Oh, Lulu. Don't be a stick in the mud like ol' Celly!"

Luna touched down on the cloud next to the chaotic spirit and looked down at the large puddle of chocolate milk collecting in the streets. The cloud was still floating there, but it had stopped raining. The Lunar Guardspony bowed her head at her princess and trotted off down the street. "I think you may have made a friend today," Luna observed.

"Mm, I think she's more of an admirer," Discord lazily answered.

"Be that as it may, the last thing we need right now is angry nobles pounding on our doors demanding that we corral you."

Discord rolled his eyes. Luna smirked. "However, we will let this slide, as that withered old stallion had it coming."

Discord chuckled. "I should feel so lucky."

"But in the future, you _will _keep a lid on the pranks, understand?"

"But how will I amuse myself until everypony's ready for this crazy war?" Discord whined.

"Take up knitting or something."

Discord just stared flatly at her, as if she had told him the world's unfunniest joke. "Knitting?"

"Knitting."

"No."

"Fine."

An uncomfortable silence followed. Something was nagging at the corner of Discord's mind, and he felt the need to ask. "Why the idle conversation, Lulu? The last time we...*ahem*, _talked_..."

"Celestia and I had threatened you with the Elements of Harmony," Luna pointedly finished. "Yes, we remember. You were out of control, and you wouldn't see reason. We had no choice."

Discord looked away as Luna continued. "We were angry at how you had treated other ponies. Hay, we still are a little bit...but...with everything that has happened, we simply don't see the point in dwelling on past ills."

Luna looked sadly out towards the sun, her alicorn eyes shielding her vision from the ultra-bright light. "With Tia so badly injured, it falls upon us...upon _me_, to uphold Equestria's spirits. I have to be the one everypony goes to for favors and advice. My judgement alone now guides the actions of our country. The task is utterly _daunting_, but nopony else can do it. I'm afraid I might make a mistake. One wrong move, and everything we know will crumble to ruin."

Discord rolled his eyes again. "Now you're just being overdramatic, Lulu."

"No, I'm not. You weren't there when it happened."

"When what happened?"

"...Are you aware of my time as Nightmare Moon?" Luna asked plainly.

"Oh, please. How could I not be? I watched the whole fight from my prison."

"Then perhaps you know why I allowed myself to fall to such darkness?"

"You got jealous because of Tia getting all the love and attention, yes, I know," Discord replied, dismissively waving his hand.

"Well, it may come as a surprise to you, but I did not come to this revelation on my own."

Discord raised an eyebrow in curiosity.

"Eight years after we were forced to seal you away, King Sombra seized total control of the Crystal Empire, murdering its princess in cold blood. He was consumed by an insane lust for power, and he attacked Equestria just as he has now. We were still recovering from your reckless rule..."

Discord scoffed at this.

"...so we were not well-prepared for an all-out war. But we fought, and we managed to drive Sombra's forces all the way to the Imperial city itself. Wielding the Elements, we confronted him atop his tower. Even with them, it was a hard battle. To this day, I still don't know where he drew his unnatural strength. But he managed to incapacitate Celly long enough to get close to me. I was so naive...so inexperienced..."

A tear slid down Luna's cheek. "I was a fool...I listened to him...His twisted words exposed every single one of my insecurities, my fears...some of which I was not even aware of. He offered me the honor of being his queen of darkness. I...I almost accepted. Mother Faust, _I almost accepted_..."

A small part of Discord was actually sympathetic to Luna's hardship, but he said nothing and let her continue. "That was when Tia came back, ready to protect me. But Sombra had already planted the seeds of my insanity within me. My confusion and anger overwhelmed me...that was the first time I became Nightmare Moon."

Discord's eyes widened slightly in surprise. "He was caught off-guard by my power surge, and that's how we were able to defeat him. I transformed back into my regular self without much incident. But...his words never left me. They festered in my heart, day after day...until I couldn't take it anymore..."

Luna trailed off, and Discord had a good idea of what had happened next. "I take it you're afraid you'll fall into that very same trap should you confront him again?" he asked.

Luna slowly nodded. "Well don't be," Discord said. "You're a lot smarter than before, though just how much is up for debate..."

Luna glared at him. "Besides, Twilight Sparkle and her _darling _little friends are the ones with the Elements now," Discord continued. "They'll likely be the ones to face him in the end...though I might just join in, just to see if ol' Sombrero's as powerful as you silly fillies make him out to be."

"What is it you fear most, Discord?" Luna suddenly asked, a serious look on her face.

The question was so sudden it momentarily caught Discord off-guard, though his casual, playful demeanor quickly returned. "Eh...what? Me..._afraid _of something? Why in the world would you feel the need to ask me that?"

"The thing you fear the most...Sombra could show it to you. He could force you to relive your worst memories...your darkest night terrors, holding nothing back as his nightmares reduce you to an _empty husk_. Sombra is _not _somepony to be taken lightly, Discord. Not even by you. He will _break you_."

Discord was quiet for a moment. "Jeez, and I thought Celestia was the serious one."

Luna's wings unfurled as she stood. "I have every reason to be. Heed our words well, Discord. We do not wish to see you fall from grace a second time."

The Night Princess then flew back towards the castle, presumably to care to her sister. Discord watched her go, shaking his head. _Far too serious, that one_.


End file.
